Core Viewpoint - Brookdale Senior Living Inc. urges shareholders to vote "FOR" all eight of its director nominees, opposing Ortelius Advisors' attempt to gain control of the Board, which is supported by proxy advisory firms Glass Lewis and ISS [1][3][8] Group 1: Proxy Advisory Firms' Recommendations - Glass Lewis and ISS recommend against granting control of the Board to Ortelius, citing Ortelius' poor engagement record and lack of operational knowledge about Brookdale [2][3] - ISS highlighted that Ortelius has not provided sufficient details for shareholders to assess its plans for the company [3] Group 2: Brookdale's Board Composition and Strategy - Brookdale's Board emphasizes that its current composition is well-suited to oversee the company's operations, with a mix of fresh perspectives and institutional knowledge [4][8] - The Board argues that electing Ortelius' nominees would risk compromising the execution of Brookdale's strategy and impair the ongoing CEO search [8] Group 3: Performance Metrics and Financial Health - Brookdale reported an 80% same community weighted average occupancy in Q1 2025, a significant milestone towards positive cash flow generation [7] - The company is recognized for its efforts to optimize its real estate portfolio, which has been acknowledged by Glass Lewis [6][7] Group 4: Shareholder Engagement and Voting Instructions - Brookdale reminds shareholders to disregard any white proxy card from Ortelius and emphasizes the importance of voting using the BLUE proxy card [9][10] - The company encourages shareholders to vote electronically or return the BLUE proxy card promptly [10]

Company Strategy & Performance - Oportun shifted its focus from growth to profitability, reduced headcount, and streamlined operations due to changing economic conditions in early 2022[7] - Oportun's actions led to improved credit metrics, increased profitability, and a more than doubled stock price over the last 12 months[7] - Oportun is focused on three strategic priorities: improving credit outcomes, strengthening business economics, and identifying high-quality originations[14] - Oportun's strategy is delivering results, with progress on credit performance, expense discipline, and profitability[37] - Oportun achieved an Adjusted EBITDA of $105 million and Adjusted EPS of $0.72 in FY24[19] Findell's Proxy Contest - Findell Capital Management is pursuing a proxy contest to remove Oportun's CEO from the Board[7] - Oportun believes Findell's remaining ideas are not in the best interests of the company or its stockholders[17] - Oportun has concerns about Findell's nominee, Warren Wilcox, and his suitability as a fiduciary[17] - Oportun believes Findell's comparisons to OneMain Financial are misguided, as Regional Management is a more appropriate comparator[47] Board & Governance - Oportun's Board has been actively refreshed over the last several years and is best positioned to oversee the company's strategy[51] - Oportun is reducing the size of the Board, consistent with best practices and Findell's feedback[163]

Core Viewpoint - Institutional Shareholder Services (ISS) recommends that MediPharm shareholders vote for the company's nominees for the Board of Directors, stating that the dissident, Apollo, has not presented a compelling case for change [2][6]. Group 1: ISS Report Findings - The ISS Report concludes that Apollo's claims lack sufficient evidence, highlighting that since Q2 2022, quarterly revenues have more than doubled, adjusted EBITDA has improved from a $6.3 million loss to a $0.1 million gain, and gross margins have expanded by 50.9 percentage points [4][5]. - The report indicates that MediPharm has shown multiple years of improving financial results, particularly under CEO David Pidduck's leadership, and has a logical strategy focusing on higher margin international markets [4][5]. - The ISS Report states that the company has generally outperformed its peers and experienced a clear operational turnaround, contradicting the dissident's claims of peril [4][5]. Group 2: Recommendations for Shareholders - ISS recommends that shareholders vote for the resolution to fix the number of directors at seven, approve MNP LLP as auditors, and authorize the Board to fix their remuneration [6]. - Shareholders are advised to vote against the resolution to approve all unallocated awards under the Company's equity incentive plan [6]. - MediPharm urges shareholders to use the GREEN proxy or voting instruction form to support all of the Company's nominees and resolutions [7][8]. Group 3: Company Background - MediPharm Labs specializes in the development and manufacture of pharmaceutical-quality cannabis concentrates and has a GMP-certified facility [9]. - The company received a Pharmaceutical Drug Establishment License from Health Canada in 2021, becoming the only North American company with a commercial-scale domestic GMP License for cannabinoid extraction [10]. - In 2023, MediPharm acquired VIVO Cannabis Inc., expanding its reach to medical patients in Canada and internationally [11].

Core Viewpoint - Tejon Ranch Co. urges shareholders to support its Board of Directors against a proxy contest initiated by Bulldog Investors, emphasizing the importance of experienced governance for long-term value creation [1][4][16]. Group 1: Company Strategy and Governance - Tejon Ranch has a value creation strategy focused on disciplined capital allocation and discretionary spending, overseen by a highly qualified Board [3][6]. - The capital allocation to future master-planned communities has decreased from 51% to 15% since 2019, reflecting a strategic shift [6]. - Tejon's entitled land value has increased by an estimated 5x-10x due to disciplined capital deployment and securing entitlements [6]. Group 2: Shareholder Engagement and Communication - Tejon has engaged with investors representing approximately 53% of shares outstanding in 2024, leading to updates in disclosures and improved communication strategies [12]. - The company emphasizes transparency and accessibility in its communications, particularly under the leadership of the newly appointed CEO [12][16]. Group 3: Response to Bulldog Investors - Bulldog Investors is criticized for lacking the necessary experience in real estate and land development, with their nominees deemed unqualified [4][15]. - Tejon asserts that Bulldog's campaign is opportunistic and lacks a concrete plan for long-term value creation, focusing instead on short-term gains [16][14]. - Tejon's Board has made efforts to avoid a contested election and has been open to considering potential director candidates proposed by Bulldog, which were declined [12][13].

Core Viewpoint - Dynavax Technologies Corporation is urging stockholders to vote "FOR" its four director nominees in response to a proxy contest initiated by Deep Track Capital, emphasizing the company's strong financial performance and strategic direction [1][2][3] Financial Performance - Dynavax has achieved total stockholder returns of 267% over the past five years, significantly outperforming the NASDAQ Biotechnology Index and the S&P Biotechnology Select Industry Index [3][9] - The company reported a substantial increase in HEPLISAV-B® net product revenue, growing from $36 million in 2020 to a record $268 million in 2024, representing a 65% compound annual growth rate [9] - Anticipated net product revenue for HEPLISAV-B® in 2025 is projected to be between $305 million and $325 million, with expectations for the U.S. hepatitis B adult vaccine market to peak at over $900 million by 2030 [9] Strategic Direction - Dynavax is executing a disciplined capital allocation strategy, including a $200 million share repurchase program, of which $128.8 million has already been executed as of the end of Q1 2025 [8][9] - The company has refocused its portfolio on vaccines, successfully launching HEPLISAV-B® and advancing its differentiated vaccine pipeline [7][9] - Dynavax's board has been programmatically refreshed, with new directors possessing extensive experience in biotechnology and vaccine development [11][12] Governance and Board Composition - The board nominees proposed by Dynavax are described as highly qualified, with significant experience in the biotechnology sector, contrasting with the unqualified candidates put forth by Deep Track [3][15][18] - The board has implemented corporate governance enhancements, including a proposal to declassify the board, which aims to improve accountability and responsiveness to stockholders [12][19] Proxy Contest Context - Deep Track Capital is attempting to gain control of the Dynavax board to implement a short-term strategy that the company believes would be detrimental to long-term value creation [5][14][17] - Dynavax has made multiple attempts to reach a settlement with Deep Track to avoid a costly proxy contest, but these efforts have been met with resistance [16][17]

Core Viewpoint - Zevra Therapeutics is preparing for its 2025 Annual Meeting of Stockholders, where it has nominated two incumbent directors for re-election while facing a proxy contest initiated by a stockholder proposing alternative candidates. The company emphasizes its progress and strategic focus, urging stockholders to support its current board. Group 1: Company Developments - Zevra Therapeutics filed its preliminary proxy statement with the SEC for the 2025 Annual Meeting, indicating that stockholders do not need to take action at this time [2] - The Board has nominated Wendy L. Dixon, Ph.D., and Tamara A. Favorito for re-election, both of whom bring over 70 years of combined life sciences experience [3][4] - The company has launched its first two products since the last annual meeting and has a cash runway extending into 2029, bolstered by a $150 million sale of a Priority Review Voucher [7] Group 2: Proxy Contest and Board Dynamics - Stockholder Daniel J. Mangless is proposing the election of two candidates, which the Zevra Board believes could disrupt its strategic plan and recommends stockholders reject these efforts [5][8] - The Board asserts that it has made significant progress in transforming the company into a more efficient organization focused on creating value for patients and stockholders [6][9] - Zevra's management has engaged with Mr. Mangless to avoid a costly proxy contest, emphasizing the importance of maintaining board stability for continued execution of its strategic plan [8][9]