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Fermi sends consent revocation cards to block former CEO meeting bid

June 15, 2026 7:05 AM

Fermi Inc. (NASDAQ: FRMI) filed a consent revocation statement and mailed white consent revocation cards to shareholders in response to former CEO Toby Neugebauer's attempt to call a special shareholders meeting.

The company stated that no special meeting has been called, as Neugebauer does not currently have the required shareholder support. Fermi's board terminated Neugebauer as CEO on April 17, 2026, for what it described as misrepresentations to the board, policy violations, and disruptive behavior.

Neugebauer and his affiliates control approximately 40% of Fermi's shares and need 50.1% shareholder support for their solicitation. The company urged shareholders not to sign green consent cards from Neugebauer's group and instead return the white revocation cards.

Fermi reported several operational developments since Neugebauer's departure, including re-establishing relationships with customers and partners, securing nearly $1 billion in financing commitments, and obtaining approximately two gigawatts of generation assets. The company said it has more than $1.4 billion of infrastructure deployed and holds permits for six gigawatts of power capacity.

The board stated it is conducting a CEO search with Heidrick & Struggles and expressed confidence about announcing potential tenant transactions or joint venture partnerships. Fermi's stock declined more than 80% from its IPO during Neugebauer's tenure, according to the company.

Paul, Weiss, Rifkind, Wharton & Garrison LLP and Vinson & Elkins L.L.P. serve as legal counsel to Fermi. The company also retained Alex Spiro of Quinn Emanuel Urquhart & Sullivan for litigation matters.

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