Glenbrook Calls on Tejon's Independent Directors to Act Now to Let Shareholders Call Special Meetings

Core Viewpoint - Glenbrook Capital Management urges Tejon Ranch Co.'s Board to implement a shareholder proposal allowing shareholders with 10% ownership to call a special meeting, highlighting significant shareholder support and questioning the timing of a recent $200 million shelf offering [1][2][4]. Group 1: Shareholder Proposal - Glenbrook emphasizes that over 49% of shareholders supported the Special Meeting Proposal at the Annual Meeting, despite Tejon spending over $3 million to oppose it [2][3]. - The proposal's failure was attributed to the stock awarded to Board members, indicating a disconnect between the Board's interests and those of public shareholders [3]. Group 2: Board Conduct and Shareholder Relations - Glenbrook criticizes the current Board's lack of transparency and hostility, contrasting it with the hope for a more open approach from independent directors [2]. - The election of Andrew Dakos at the Annual Meeting is seen as a sign of shareholder discontent with the Board's actions [2]. Group 3: Concerns Over Recent Offering - The $200 million shelf offering filed shortly after the Annual Meeting raises concerns about potential dilution of public shareholders, especially given Tejon's history of insider purchases in rights offerings [4]. - Glenbrook questions whether this offering is an attempt to alter shareholder dynamics before the next Annual Meeting, given the timing and lack of prior notice to shareholders [4].