Now that we’re in proxy season, here is an update about the current shifts with some updates as things have changed a bit from a few weeks ago. We have another six companies announcing moves or attempts to move as well as a few vote results. This is the current list.
| Company Name | Stock Ticker | Origination State | Destination State |
| 1. TruGolf | TRUG | Delaware | Nevada |
| 2. Forian, Inc. | FORA | Delaware | Maryland |
| 3. LQR House | YHC | Nevada | Delaware |
| 4. CBAK Energy | CBAT | Nevada | Cayman Islands |
| 5. Cheetah Net | CTNT | North Carolina | Delaware |
| 6. Galecto | GLTO | Delaware | Cayman Islands |
| 7. Resolute Holdings Management, Inc. | RHLD | Delaware | Nevada |
| 8. Forward Industries, INC | FWDI | New York | Texas |
| 9. EQV Ventures Acquisition | FTW | Cayman Islands | Delaware |
| 10. Datadog, Inc. | DDOG | Delaware | Nevada |
| 11. Haymaker Acquisition Corp 4 | HYAC | Cayman Islands | Delaware |
| 12. CDT Equity | CDT | Delaware | Cayman Islands |
| 13. eXp World Holdings | EXPI | Delaware | Texas |
| 14. ArcBest Corp | ARCB | Delaware | Texas |
| 15. Texas Capital Bancshares | TCBI | Delaware | Texas |
| 16. ExxonMobil Corp. | XOM | New Jersey | Texas |
| 17. NL Industries | NL | New Jersey | Delaware |
| 18. ClearOne Inc | CLRO | Delaware | Nevada |
| 19. Liberty Media Corporation | FWONA, FWONB, FWONK | Delaware | Nevada |
| 20. The LGL Group, Inc. | LGL | Delaware | Nevada |
| 21. TTEC Holdings, Inc. | TTEC | Delaware | Texas |
| 22. Weatherford International plc | WFRD | Ireland | Texas |
| 23. Dream Finder Homes | DFM | Delaware | Texas |
| 24. Voyager Technologies | VOYG | Delaware | Texas |
| 25. GPGI, Inc. | GPGI | Delaware | Nevada |
| 26. FirstCash Holdings, Inc. | FCFS | Delaware | Texas |
| 27. AerSale Corp | ASLE | Delaware | Texas |
| 28. Natural Gas Services Group, INC | NGSG | Colorado | Texas |
| 29. Archer Aviation Inc | ACHR | Delaware | Texas |
| 30. Sonoma Pharmaceuticals, inc | SNOA | Delaware | Nevada |
| 31. Samsara Inc | IOT | Delaware | Nevada |
As usual, this is the full chart my RAs have worked up. We also have some infographics from the data that help make the picture easier to take in at a glance.
Research Assistant Infographics
Origin & Destination States
Market Cap By Destination
Claude Infographics
As it’s finals season and I want the RAs focused on their finals instead of making charts for me, I’ve asked Claude to lend a hand for some additional infographics.
Market Cap With and Without Exxon
When Exxon is removed, the market cap picture shifts significantly.
Migration Patterns
Here, I asked Claude to give me an infographic showing migration patterns.
When presented this way, some differences appear. Both Texas and Delaware draw companies from many other jurisdictions. So far, Nevada has been picking up companies leaving Delaware. This seems consistent with a read that much of the Texas migration appears to show Texas headquartered companies consolidating corporate governance in the same jurisdiction as their operations.
Vote Results
These were all recent. Texas Capital Bancshares (TCBI) did not pass this time and sets up an interesting comparison point. Why did ArcBest pass while TCBI did not? This is pure speculation, but the companies may have different stockholder bases. ArcBest is a transportation company and TCBI is a bank. I don’t know what positions proxy advisory firms took on these proposals or why, but that could have also had a significant impact if there were differences.
The proposal content may also matter. TCBI included a request for an advisory approval “to raise the ownership threshold to submit shareholder proposals from the current level provided under SEC Rules to three percent (3%) of the outstanding shares.” In contrast, ArcBest kept things a bit more stable and affirmatively opted out of some things it could do under Texas law. This is how it described it:
In furtherance of the Board’s intent to preserve stockholders’ existing rights, the Texas Charter includes provisions that expressly opt out of Section 21.373 (regarding ownership and solicitation thresholds to submit shareholder proposals) and Section 21.552(3) (regarding ownership thresholds to bring derivative lawsuits) of the TBOC. As a result, the Company will not be subject to, and cannot elect to be subject to, these provisions without an amendment to the Texas Charter, which would require separate shareholder approval. The Board believes that Sections 21.373 and 21.552(3) not only significantly depart from shareholder rights under Delaware law, but also are inconsistent with shareholder value and preferences.
To the extent that some voters were comfortable with centralizing governance and operations in Texas but skittish about thresholds, that could explain the difference. It would not surprise me if TCBI came back to its stockholders with the ArcBest playbook later. Fidelity National Financial did something similar last year.
Upcoming Votes
We should have some more results in soon. These are the upcoming votes I have.
- eXp World Holdings — May 8
- Liberty Media — May 11
- LGL Group — May 12
- NL Industries — May 14
- TTEC Holdings — May 21
- ExxonMobil — May 27
- Voyager Technologies — May 29