Engine Capital (1pct Investors in LYFT) Nominates Two Candidates to Lyft (LYFT) Board
Engine Capital LP (together with its affiliates, “Engine” or “we”), which owns approximately one percent of the outstanding common shares of Lyft, Inc. (NASDAQ: LYFT) (“Lyft” or the “Company”), today announced that it is filing a preliminary proxy statement in connection with its nomination of two highly qualified and independent candidates – Alan L. Bazaar and Daniel B. Silvers – for election to the Company’s Board of Directors (the “Board”) at the 2025 Annual Meeting of Shareholders (the “Annual Meeting”).
Arnaud Ajdler, Founder and Portfolio Manager of Engine, commented:
“There is an urgent need for shareholder-driven change in Lyft’s boardroom, which is unfortunately dominated by misaligned founders and independent directors with insufficient public market experience. A majority of the Board has been in place as Lyft has delivered negative total shareholder returns and perpetually underperformed the market and its closest peer – Uber Technologies, Inc. – across every relevant time period, including the past one, three and five years. These directors have also consistently diluted shareholders and maintained an array of insular governance policies, such as a dual-class share structure that is completely unjustifiable with the founders holding small equity stakes and no longer retaining executive roles. As all of this has occurred, the Board has failed to adopt an accretive capital allocation policy and make effective use of the Company’s large net cash position and strong free cash flow generation.
This election is about sending a message to Lyft’s Board that the status quo is no longer tenable and shareholders want change. In recent months, we have privately provided value-enhancing ideas and shared the names of several independent director candidates with significant public market experience and backgrounds in areas such as capital allocation, modern corporate governance, corporate transformations and strategic transactions. Time and again, Lyft’s leadership has rebuffed us and has shown no interest in avoiding a contest. The level of closed-mindedness towards our director candidates was such that the Nominating and Corporate Governance Committee didn’t even offer to interview our nominees. This is what happens when two founders who collectively own less than 2.5% of the Company control 30% of the vote and make the Board unaccountable to its shareholders.
Although our preference was to reach a compromise and support a turnaround through private engagement, we now feel compelled to proceed with a campaign to elect two excellent directors who can help fill evident experience and skill gaps on Lyft’s Board. Messrs. Bazaar and Silvers possess additive public market experience and finance expertise, as well as a commitment to championing the interests of all the Company’s shareholders. As we work to elect these individuals and spotlight Lyft’s glaring issues, we will remain open to exploring a constructive resolution with the Company.”
Director Candidate Bios:
Alan L. Bazaar
Mr. Bazaar is an experienced public company director and investment manager with expertise in corporate finance and governance, including structuring executive compensation plans.
- CEO of Hollow Brook Wealth Management, an investment advisory services firm.
- Member of the board of directors of Orthofix Medical Inc. (NASDAQ: OFIX), a medical technology company.
- Former Managing Director and Portfolio Manager at Richard L. Scott Investments, LLC, a private investment firm where he co-managed the public equity portfolio.
- Former Supervisory Senior Consultant at Arthur Anderson LLP, where he worked in the Assurance and Financial Buyer’s Practices group and in the Business Fraud and Investigation Services unit.
- Former member of the board of directors of Wireless Telecom Group, Inc. (NYSE AMERICAN: WTT), PDL BioPharma, Inc. (formerly NASDAQ: PDLI), Hudson Global, Inc. (NASDAQ: HSON), Sparton Corporation (formerly NYSE: SPA), LoJack Corporation (formerly NASDAQ: LOJN), NTS, Inc. (formerly NYSE AMERICAN: NTS) and Media Sciences International, Inc. (formerly NASDAQ: MSII).
Daniel B. Silvers
Mr. Silvers has considerable public company director and C-level executive experience, as well as expertise in corporate finance, capital allocation, capital markets and governance.
- Managing Member of Matthews Lane Capital Partners, an investment firm.
- Executive Chairman of Winventory, Inc., a tech-enabled event ticketing management partner.
- Member of the board of directors of MRC Global, Inc. (NYSE: MRC).
- Former Chief Executive Officer and director of Leisure Acquisition Corp. (NASDAQ: LACQ), a special purpose acquisition company, and former Executive Vice President and Chief Strategy Officer at Inspired Entertainment, Inc. (NASDAQ: INSE), a gaming technology company.
- Former member of the board of directors of Avid Technology, Inc. (NASDAQ: AVID), PICO Holdings, Inc. (NASDAQ: PICO), Forestar Group Inc. (NYSE: FOR), Ashford Hospitality Prime (NYSE: AHP), International Game Technology PLC (NYSE: IGT) and Universal Health Services, Inc. (NYSE: UHS).