Core Viewpoint - Fox Factory Holding Corp. is undertaking a strategic board refresh and forming a Transformation Committee to enhance operational performance and profitability following discussions with Engine Capital [1][3]. Board Additions - The board will appoint two new independent directors, including Alan L. Bazaar, who has extensive experience in public company boards and capital allocation [2]. - The second independent director will be identified by Engine Capital and is expected to have operational expertise in manufacturing excellence [2]. Transformation Committee - A Transformation Committee will be established to oversee management's operational improvement initiatives aimed at enhancing profitability and capital allocation efficiency [4]. - The committee will be chaired by Sidney Johnson and will include both new directors and an existing independent director [4]. Management's Perspective - The CEO of Fox Factory expressed appreciation for the dialogue with Engine Capital and acknowledged the opportunity for stronger operational execution to enhance financial performance [3]. - The formation of the Transformation Committee is seen as a commitment to unlocking value within the business [3]. Board Retirements - Ted Waitman and Dudley Mendenhall will retire from the board effective at the 2026 annual meeting of stockholders [5]. - The CEO thanked both retiring members for their leadership and contributions during pivotal periods for the company [6]. Cooperation Agreement - The cooperation agreement with Engine Capital includes customary provisions such as standstill and voting rights, which will be filed with the U.S. Securities and Exchange Commission [6]. Financial Advisory - Jefferies LLC is serving as the financial advisor to Fox Factory, while Wachtell, Lipton, Rosen & Katz is providing legal counsel [7].