David Whissel - Managing Director - Spotlight Advisors

🧀 Note from Ellie: I hopped on a call with Dave from my hotel room in Sydney last week, hoping the Wi-Fi would hold up. It was a tough but fun conversation where I learned a lot about activism, especially the Disney proxy fight earlier this year. My first encounter with activism was during my intrinsic valuation project for Salesforce at Tuck Bridge (my first-ever stock pitch!). Back then, all I knew was that some big investors disagreed with the board. Now, I’m excited to have gained an insider’s perspective on proxy fights from Dave :)

 
    • Transitioned to finance after taking a corporate finance class in law school.

    • Started by pursuing a finance-related job in NYC, but had no idea that it would lead to a long-term career.

    • First role was at a corporate governance research startup; later found a niche at the intersection of politics and finance—activism.

    • Offers activism advisory services for mostly small-caps corporations and investors.

    • As a boutique, they have the flexibility to handle diverse situations.

    • Frequently advise on "high stakes" matters beyond activism defense.

    • Expertise includes contested M&A, director and compensation votes, leadership transitions, and corporate governance issues.

    • Activism work involves ad-hoc analyses, requiring strong financial analysis skills, proficiency with data platforms, and the ability to extract relevant information and draw conclusions.

    • It requires a multifaceted skill set: writing, analysis, law, and finance; you need to communicate effectively and convey complex concepts clearly.

    • A 2-year campaign that culminated in one of the largest proxy contests in history.

    • Trian’s proxy fight was driven by Disney’s CEO succession challenges, governance and compensation issues, long-term underperformance and strategic missteps.

    • Trian’s "get out the vote" strategy focused on appealing to retail shareholders with simple, relatable communications.

    • Disney’s improved performance and outlook weakened Trian's case for change, and Trian was not successful at getting its candidates elected to Disney's board of directors.

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Bill Mills - Former CEO - CitiBank North America