Yahoo changes proxy access rules amid activist investor’s revolt

Lately, it is the rare day that goes by without something more to add to the ongoing drama that is Yahoo.

And Yahoo itself contributed to the show late Wednesday, when the company posted a filing with the Securities and Exchange Commission that creates new so-called “proxy access” rules for its shareholders.

Under the new rules, shareholders who own at least 3 percent of Yahoo’s stock for a minimum of three years will be allowed to nominate up to 20 percent of the company’s board of directors. The new nomination guidelines will take effect with Yahoo’s 2017 shareholders meeting.

However, by then, the change may not mean anything to Yahoo Chief Executive Marissa Mayer and the company’s current directors. Last week, activist Starboard Value, a hedge fund that owns 1.7 percent of Yahoo’s outstanding shares, said it would launch a proxy fight to replace Yahoo’s entire nine-person board due to the company’s “dismal financial performance” and other matters.

Meanwhile, other investors have expressed support for Starboard’s efforts. Yahoo is trying to sell off its core Internet business, or even the entire company, and has reportedly set an April 11 deadline for preliminary bids from interested buyers. The company’s annual meeting is likely to be held in June.

Photo: A person walks in front of a Yahoo sign at the company’s Sunnyvale headquarters in this 2014 photo. (AP/Marcio Jose Sanchez)

 

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