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Fermi Founder Parties File Formal Proposal for Independent Strategic Review of Extraordinary Transactions, Press Board on Restoring Texas-Style Governance Ahead of October 30 Annual Meeting

FRMI
  • Fermi Founder Parties, led by largest shareholder Toby Neugebauer holding 22% of shares, submitted a formal shareholder proposal under SEC Rule 14a-8 on September 10, 2026, requesting the Board retain an independent investment bank to evaluate extraordinary transactions.
  • Neugebauer delivered a letter & presentation to the Board on September 9–10, urging the restoration of bylaw voting standards to majority-of-shares-outstanding & plurality-of-votes-cast, & raising the REIT ownership cap from 2.5% to 9.8%.
  • Fermi shares have declined approximately 20% since August 13, 35% since July 2, & 20% since April 17, coinciding with the Board's removal of Neugebauer as CEO & the cancellation of a dual-path strategic process.
  • Neugebauer cites specific operational gaps including unconfirmed financing for the 222 MW TensorWave lease, a 2.5% ownership cap limiting institutional investment, & the internal appointment of Lee McIntire as interim CEO.
  • The shareholder proposal explicitly seeks an independent review of sale or recapitalization options to maximize shareholder value without mandating a specific transaction or disrupting the existing standalone plan.
  • Neugebauer encouraged the Board to release all written communications regarding him since the October 1, 2025 IPO to ensure shareholders have complete facts for the October 30 Annual Meeting.
  • The Founder Parties confirmed they have not sold any shares since the IPO & reaffirmed their family's charitable commitment to the Amarillo community.