Transcript
Come on. Oh, tired already. It's late for us live from an ESG sound effect. What is the ESG sound like? I don't know. Some people really don't like it though. It's an all-new terrific Tuesday edition of business pants, featuring analysts hold and spreadsheet. Whisper Matt mascardi, I don't like that spreadsheet. For why am I a spreadsheet Whisperer you know, I'm gonna delete that on today's glass Lewis inspired banter festival called. July 8th 2025. The who do you blame game? Yeah. Sure. You look, I'm not a passive aggressive person. I am. I'm sarcastic and passing Progressive and aggressive. I'm snarky and I'm aggressive, but I'm not passive. I guess. It's what I don't even mean to be passive aggressive. I'm just a wise ass. but, We're right now, we're bantering. Been barely and barely this show contains sound effects. And I know like a, a close friend of the show. Somebody I respect. Who's got a lifetime? We both respect. We both respect Jim McGee. He's like one of the great shareholder rights activists of the past, two decades. He does not like it when we play sound effects and banter. And said, so on LinkedIn without saying it to us. He said it, while promoting A different podcast that he was like promoting the podcast and saying. At least, this one doesn't have banter and sound effects. Well, the good news is that we're not very good at banter and our sound effects are from like the third grade. So he has nothing to worry about, I just want to, I just want to say Jim, I still love you. It's not a big deal, but we are going to do the sound effects because I like to someone's noticing us, I don't even care for Tate. I, I like it. I appreciate it. Just like criticism. They drive a point home and the banter is because, no one we don't have butter, we don't, we don't talk about ourselves. No. But look, I don't ask his family. Come on, we don't do that. But in comparison, we listened to like the CII podcast, the Council of institutional investors has their own podcast. It is incredible fast. It is incredibly informative. That is like an episode of Seinfeld. If you are the most wonky, nuanced lawyer interested in legislation around proxies Yes, but no, I don't. I go out and none of the kids are talking about it. I can't figure out why. Well, there was a good review. I saw on Spotify that said the CII podcast is the Woody Allen of podcasts. Which part of Woody Allen. It's like a seamless. It's like a late 1970s Woody, Allen movie come out. Let's do the show. Come on our show today is being sponsored by free. Float, analytics.com. That you only platform measuring board power connection performance for free. Maybe what? Are detractors. Don't realize, is that this is a labor of love. We, we barely make any money and we put all of our sweat and Equity, you make everything, we do everything we do. I mean, even the research for this stupid game alone, I'm sorry is probably our research, then then who I don't even know, then who well do they do research here human. We're just two, it's just two of us, right? We managed to sell data sets containing 220,000 directors to institutional investors that covers their their foremans, their influence, their knowledge, their connections, to one another. We managed to put a platform up for free. For anyone to look up directors on board. We managed to do not one. Not two, not three, but we do four shows a week. When you include the fact that we produce Mike Levin and stop it. Share motion, right? He's trying to say, what are you trying to say? What I'm trying to say is, we, we are not CII. We don't have a team of 10 and the least you can do is listen to our. Here's what I really want to know sound effects CII, someone from Say, I must be listening. Why did, why aren't you inviting Matt to speak at your conferences? What's happening? I don't know why. Like, I have a host, a panel. Have them. Give a speech, do something? What do you mean, like, we know, because we're not just because we're not super connected, you know? We're not like friends with all the old guard. Whoa, why can't you invite? Why can't you invite us? Matt. What do you do? I see GM. Just have somebody put me in touch with the people that IGN and they might be either. It's like you know what, you know what it is. I I think I'm just really objectionable. I think that's probably, let me tell you this, let me tell you this, maybe this will sweeten, the pot, almost one week. I walked right here in Maine on the count, on the compound owned, I will walk with my mother. On the public part of the compound owned by the, the grandfather corporate governance. Bob monks, does that enough for an invitation, who else in corporate governance? Other than me everyone. I'm the only one. Everyone who walks this, I'm part of that compound. Should get an invite somewhere. Yes, the point is, there's a tremendous no one from the family. Ever comes out to say, hello to me. By the way, just a tremendous amount of the show by two people. That was way too much banter. Let's do this for the episode that Jim McCarthy's gonna listen to. We're gonna, we're gonna edit that banter out, okay, he's gonna get the clean version, not gonna happen. All right, so the who do you blame game? This is probably one of my favorite games. I don't know why, because it's the most upper. But here's what I do Matt and you too, I find a headline from the past few days and I just asked, I who do you blame? I have a list of people possible call First. Yeah, let's start with an easy one. The next, there's the headline. The next phase of Starbucks. Turnaround plan is offering Executives up to six million dollars and stock Grant's as Baristas scrap to get annual raises above 2%. So yeah, they're making a big stink about. They're having all the executive officers are getting a back to Starbucks bonus and yet this is the company that is still negotiating with its with its workers, right? There's still, there's still, there's unionized store, you know, the story, you know? Yeah, the story, here we go. Do you blame double boomerang CEO and founder Howard Schultz? And by double? I mean that he was CEO three different times because first, he was one yo plus two. Yeah. For a 13 year, 10 year, then he boomeranged back for another nine years and he Boomerang back again for one year, that's a double boomerang, double. Does it count if he's still Ameristar of the board or something? Is everything that feels like a triple Boomerang. Do you blame CEO and chair? Brian Nichol. And his ridiculous 113 million dollar gold in. Hello package. It's a big cold and hello, do you blame the companies work from home? Paul see which allows said CEO to work from home in California. Well well flying the company jet to Seattle. Well, the Baristas cannot work from home nearly, as well as Brian nickel can how about this interesting twist? Do you blame former Yahoo CEO Marissa Mayer? Who was appointed as a director to Starbucks? Four days before the announcement of these new ridiculous retention awards? For could it be our fall? Was she put immediately onto like, either the comp or the nominating doesn't matter. What does it matter? I'm just wondering I'm just curious. Yeah, or finally, can you blame compensation committee? Chair? Rich, Alison, the guy who passes every player, pay plan for whoever because he's a, former CEO of Domino's Pizza. So he's really just only there to enrich other Executives. He already owns 3 million dollars of Starbucks stocks. She doesn't really care what's going on. And really Matt, someone should be responsible for a CEO pay ratio of 6,666 to 1. Yeah, the highest I think I've seen 6,000 666 to one in Fairness. They're trying to get that down to 664 to one. Like that's who do you blame? Who do you blame for this ridiculous award for doing their jobs? I its Remember for they needed, a turnaround plan because this was the board that bungled CEO succession for years. So the only reason why they're bringing in Brian Nichol is because the company has kind of, you know, it's needed help. So why? I don't really know how you get a bonus when the companies struggling under your watch, but that's a whole nother story, isn't it? So so the latest Starbucks Workforce demographics that I have are 2020. And they said 8.4 just about let's say 10% of the staff are Baristas. There are 300 yeah only 8%. They're not they're not including like shift supervisors and store managers, just wait here Baristas. Okay, I'm just saying, the only thing you do is a barista like, that's that. And then there's like, regional managers and district managers all the stuff you talking about the job. I'm gonna have after this company. Fails. Yeah. When we fail because and I'm gonna play for that by the way. Um, Let's say there are about 36,000, let's say conservatively, there's 50,000 Baristas, okay, 50,000 out of, you know, which is, which is, that's a lot, that's a lot of Baristas, you know, blame the Baristas, who, you know, here's what I'm doing. Um, if I divided 113 million, In the golden. Hello package. That's 2,000 per Barista if there were 50,000 of them, okay? And according to the metrics, there's less than 50,000 of them, you know, which means the only person you can like that with the average Barista salary being like 18,000 dollars. That is a 10% raise for just the Baristas. I think in a proxy they put the median at about 14,000 dollars even better. It's a solid, it's a solid 10 plus, percent raise, their reporting. This is Starbucks reporting. Yeah. All this is all I'm saying. The golden little package alone would have covered one year of the like, five years of the two percent raise that they're scrapping for right now. The only person you can really blame here is Rich Alice in the competition committee chair. All right, because that's where Brian Nichol got his money, right? Like yeah, that's true. Like that's the guy who's got. Sign off first, obviously Howard Schultz is going to like make the like, of some final call but he's, of course, gonna pay whatever, right? He doesn't care. I'm going with Rich Allison. How do you feel about that? Yeah, that's the right answer. Every answer you give is the right answer. Good, all right. Yeah, sure. Well because I don't have the energy to argue about anything. All right, here's the second one. It's very simple had headline agio, Pharmaceuticals Aggie, O's. They're in our database agio. They're they're in free flow. and analytics.com, if you want to play along agio Pharmaceuticals, the headline is Aggie's, a point Dr. Jay Backstrom to board of directors. Okay, that's the simple headline. That's yes, that's boring headline. Yeah, but we, but we track all the headlines. We track every director Edition to every public company that we can find. We tagged them. Yeah, we do. We got him. All right. So why am I saying? Who do you blame? Because here's the backstory. J. Backstrom was appointed as a class three director. As of July 8th, that's today, 20 days. After the company, held an election to appoint two class. Three directors. Wow, nicely done. So too many years, which means, yeah, do the math in your head, he that means he'll be a director for not too full years, two years. And, and 345 days, right? Something like that, until then. Until he's actually at, they actually asked shareholders to vote on his own, which is just absurd. I mean, how is this even allowed? So, who do you blame for this nonsense? Do you blame the top for institutional investors? Who control 35% of the voting power? That's Fairlawn Capital Van, Gogh Black Rock. BB biotech. Could you blame them? I mean, that's a pretty significant voting blog, 35% of voting power. That's a lot. Yeah. Do you blame the companies childish bylaws which separate directors into three classes that are voted on every three years. I mean you could write because I mean although that's still even if they didn't have a classified election, he still has a whole year to sit there. He could fail for an entire year. Get all of his money before Cher was giving him. He will get all of his money like that. That's a three years of money. Yeah. Three years of money. Do you blame former CEO? Jacqueline Foose. Who stuck around to serve as board, chair, after being CEO for only three years. I don't really know why you blame her, but I had to put her on there. Or how many committee chair lead, independent director, Kay Foster. I mean she's the one who I guess decided to pull the trigger on nominating and appointing. This guy like 20 days after the meeting. Or what about a masculi CEO Brian Goff who actually has only the third most influence on the board? According to our data and who presides over a board with a plus 7%, gender influence gap, which means that women are really controlling the voice of this company. Really? So maybe he's angry and maybe he wants another guy or I don't know. Well so one of those options CEO, Jacqueline ex, CEO, Jacqueline, Foust who is executive chair now, right? Why? We don't really know. For a vote this year. Yeah. So she's one of the class three directors and won handily like 45 million votes to just under four million vote. So, 91, 94% ish 93 percent ish. Win which means not on. Here, are just straight up in all investors, who voted like clearly. There is no one cares about voting for anybody so they would have just voted in this guy anyway. Right. Like they were voting to have an executive chair and a classified board. That's effectively saying like you have two CEOs, that's the whole thing. Seems dumb to me. I'm going to because of that, I'm going to go with the top four institutional investors all though. I would like to expand that to be all investors who cast to vote ever because you shouldn't own. This company is a classified board. Yeah. What me was strange about this is that Cheryl was really only been asked to vote twice on a woman, who was CEO for three years and then executive chair for three years. So she's been there for like six years And they've only had two opportunities to weigh in on her performance, really, which is absurd to me. I it's that's nuts. Imagine this, I just like to think of it this way every question about like, you know, a board member just take that person and make them like the vice president of supply chain at a like like a chemical company and say, would it be okay for you to do two performance reviews and six years of the vice president of supply chain at a chemical company is that okay? Because that's effectively investors are the boss of the board. That's effectively what you've allowed to happen. You basically said, we don't actually care about doing performance reviews, not to mention the fact that when we do the performance reviews, we don't actually use any performance metrics on those people and like, nobody really bothers. We're going to let those people do their own performance. Reviews of themselves, right? Like it's usually the nominating committee that does a performance review of the directors and they hire a third party and they pay the third party to do the performance review of them. That there's no real performance review that happens. So, would you allow that with your employees like some mid-level manager? At a bricklaying company? What are we doing? This is the dumbest thing ever. Not to mention the, I'm looking at the history of its stock price. She, she joined the board in 2017. She became CEO in 2009 19 and she became chair in 2022. The stock price is about 100 dollars in 2018 now, it's 36 dollars. I mean it's not like this company is thriving when you just look at that metric that one metric. So anyway, and we're okay with a guy named. Jay Backstrom joining the board with no vote. Nobody's know investors scrutiny. No way to say we don't like them. Not that they say that anyway, because they voted in all the directors that were up for a vote. Anyway, but the whole thing is just, like, wake up. Do your job. I want this issue to be stolen by. I want this, this issue that we talked about a lot, not to be stolen by others and to be repeated out there just, yeah, I want others to get to jump on our bandwagon and complain, not only about classified boards, but the appointment of directors, within 30 days of annual meeting is just absurd. We did a whole show on this on the proxy countdown and we call him the plus 30s, which is anybody who's AGM plus 30 Added to the board and the actually 50% of them we found when we looked at the last five years of data, 50% of them were at classified boards. Meaning they were getting two years on the board with no scrutiny. I don't know why this doesn't show up at conferences and in talking points and on other corporate governance projects of students as literally the most backdoor way to avoid any scrutiny at all. It's too aggressive. It's better to report that, you know, there was a Shirley proposal asking about a report on ghg and missions. That is point three percent lower this year than it was last year. That's the thank God that got that. Non-biting that 17% support. Let's move on in our, who do you blame game for July, 8th 2025. Now we get into the Absurd. This headline and an anti, this whole thing is crazy. This whole story, the more I looked at it made my head spin and anti-d. Investment firm. Just that, that and itself. It's like drop the mic. I'm like, what what, what's happening? This is 2025 and anti d e, i investment firm. Is that just like run by the Klan? Like who runs that like do they do they? Okay let me show you the whole headline and anti Dei investment firm. Postponed, its Tesla ETF. Saying, Elon Musk has gone too far by launching a political party. Okay, I mean, I wonder why even start with that. The whole thing is, Is madness, but let me just get into it, let me get into it. So who do you blame? Okay, first of all, could you blame this ridiculous mission statement of ozoria? Ozoria, is that anti Dei investment firm. Here's what they call themselves. Zoria is an investment firm with the mission of compounding capital for investors through a commitment to free thinking, excellence and meritocracy. Now, what is Elon Musk done wrong by? Why can't he form his own political party based on his own? I mean, that's free thinking, right? And I mean that must and I would assume that there's Merit to his success. If he's the richest person in the world, there's the meritocracy, and the Excellence must be, you know, conflated with those two things, right? I mean, he owns a lot of companies CEO, that are we allowed to get mad at Elon Musk for not falling. Donald Trump's path here. Like, what are we doing here? Like I thought I'm already confused. What is he not a free thinker? Elon Musk. Don't the, the sort of musky don't they? Harold, Elon as the Pinnacle of free thinking Maris how do we be? And I can't believe I'm defending Elon Musk. But here's what's happening. I'm doing it. How can we be mad at Elon Musk? Why can't he form his own political party? This is America. This is a democracy. Well, this is a freedom, right? I mean supposedly, maybe they're saying he's a Dei higher because he's not from America. Originally, they just saw the Africa part of South Africa, and they get a little bit, who knows? Yeah, I mean this is just so I'm already confused. I'm already confused because now, I'm realizing like this is, this is only about kissing Donald Trump's ring, right? Like it's not about anything else, everything else is just theater. Okay. That's the first thing. Do you blame their stupid mission statement? How about do you blame the founder? And CEO of Missouri. A guy named James Fishback. He, he, he's the CEO of a free thinking investment firm. That's what it says on the three, got it, a free know. That means a free thinking investment from I found one of his free thinking Thoughts on Twitter, here's one of his thoughts. We have an anti-American subculture, that cancels the science fair in favor of drag. Queen story, never happened. That's never happened. Forces, colleges to spend more time teaching microaggressions than microbiology also never happened and teaches kids in America that cardi B is a role model and Thomas Jefferson is a racist. So it might be true. Actually cardi B. So very, very rich, but if that let's say that, all of that is true. Isn't that just free thinking too? What are we doing here? What is it? I don't know what it means to be an American anymore. Is that is that the wrong kind of free thinking? Yeah, drag queen's aren't free thinking, they're inside the box and say, I really like, cardi b, as a, as a, as a political figure as an artist. Is that not in, my right is is is being an artist? Is that close-minded thinking? I don't even know how to unwind this quote, it's so stupid. I mean, this is like a, this is a quote from an angry says that's not the first stupid. Quote he's ever had on. Okay, I'm just pull that is X. I'm gonna move on talk about keep talking about James Fishback, the founder and CEO of ozoria. First of all Vivek ramaswamy who who joined our show. Once Upon a Time said, his quote about Fishback was that he will become a major gen Z star in our pro-american movement. Again, I don't know what that means. Our, our colleges and cardi B. Anti-American is teaching kids about their emotions. Is that anti-American? I don't really have lost, but all I know is that all the things that we thought growing up as gen xers, all the things that we thought were outside the box, like a drag show and talking about feelings, right? That's not three thinking a drag, a drag show. That's all like weird. Like, these guys are literally saying, are, are inside the Box. Those are not free thinking things. The free thinking things are capitalism or a certain time because not the capitalism, the Elon Musk. Exercising. Not at all, not his Capital because he's, he's angry. Are you on musk? Elon Musk is a walking science. Fair, he's doing Rockets. He's doing building tunnels and cars that run on electricity, right? That's like a walking robot but not that kind of science fair. We want the other kind of science fair, the story gets better here. Okay. So this guy loves the meritocracy his whole anti Dei movements all about the meritocracy which I couldn't really find a definition of but whatever. It's a fine. We actually James. We can help you with the definition of meritocracy. We have a lot of data that actually could help you define what works. And what doesn't work, who's performing who's underperforming that. But that's beside the case. This guy. First of all it took me a long time. I was like this guy must be a genius, right? He must be really experienced, he must be a genius. I couldn't even find his his educational credentials because it turns out that he dropped out of Georgetown University to Establish a hedge fund when he was 21. So he didn't even graduate call College. So, okay, now I'm super confused about a meritocracy. Yeah, so the child of a bus driver and a Colombian immigrant. Okay. But he still, he doesn't have a college degree. So I'm now I'm a little bit more confused about what the meritocracy is. How do you know, you just smell success when you see it? You know it when you see it. It's like love at first sight. What is the meritocracy man? I'm busy kicking out all the immigrants like because they don't have Merit. So like I'm confused, I'm just I'm just trying to work through a story with you but here's the best part of ozoria. This this horrible anti-diagonal. I found on LinkedIn. That his, there's only one other person a partner. He's called an azuria. Partner's name is Saul erlich. And and this is what Saul says. This is the other guy. This is the partner at this meritocracy forward. This excellent forward and investment format Saul says he's he's stepping down from his last job before he joined ozoria. He says, from my last day at Spectra, it's important that I share just how much this opportunity has meant to me in June of 2023 that's two years ago. I was a 28 year old mediocre Euro league, baseball player with no job prospects outside of coaching. My only qualification to work in finance was my work ethic And then he said, and then he says, it's, it's with great excitement that I'll be taking that my, this skill set to ozoria. To be, you know, to be a partner and head Trader, an opportunity. I have imagined Raider, like an opportunity, I could not have imagined 18 months ago. Matt, this is the, this is the excellent. The anti. Time women, the anti-black people that's and Matt their ETF is very clear, they are just not supporting any Fortune. 500 companies that have any width of a Dei policy. Any mention of any higher based on race or gender, because there's they've dramatically underperformed in all time, I mean, this sounding as the sounding. Yeah, you are missing the point know the anti. I'm not sure, I am. Yeah, this is the free thinking which part, which part 3 baseball player in Euroleague as your head Trader, that's free thinking we also said about James Fishback. This was Saul said, he said, well, the internet was introduced to James, to James is telling us this year. I've been aware of them since 2009 when he competed against, when we, when we competed against each other, in high school debate. So he knew him in high school. See, that's the meritocracy. This is why Vivek is involved in. Like there's there's a there's a quote Austin, right? Isn't this the exact Vivek ramaswamy Playbook? Like what I really want to know is there's so many articles about this, anti ETF fund, how come none of this appeared in any of these articles. That's what I really want to, okay? But let me keep going on this one. Who else? Who do you blame for this anti? Dei investment firm. Do you blame me Damian? Ross, because as I'm looking at LinkedIn. Matt, I'm looking to find that information about this guy. I I'm connected somehow to this guy, James Fishback and Linkedin me. I don't have that many connections. How did that happen? I don't know. I believe you. Or finally, Matt, do you blame Greenlight Capital Greenlight capital is James Fishback former employer and maybe we blame them for making James angry. Because James Fishback is in a very newsworthy lawsuit with green light capital. I guess James Fishback, he lied about his credentials allegedly. He called himself head of macro we were in green light was saying, oh, that's why. I know green light was saying that he was never head of macro. Greenlight also said he never had any Authority or discretion over Investments and he certainly was not responsible for an insane 100 million dollars in profits as a mirror research analyst. In fact, his contributions were so not insane that the hedge fund was about to fire him. That's so know the name he was yes Levine's article's. Yeah, his and what's even crazier, I thought that was crazy enough, right Greenlake. Capital is suing him for misrepresenting his job at Greenlake Capital. But what's even crazier is that in one of James Fishback counter suit, I guess this is what meritocracy and I think is all about next. Yeah, he's claiming aged your discrimination against Greenlight Capital because As David Einhorn, the guy who runs Greenlight said, told, Mr. Fishback that his compensation was quote, a lot of money for a kid and quote that one comment I guess is enough for James Fishback, Mr. Antide guy to sue discrimination. Just what is happening? Just tell me what is happening. What is happening? What are we being taken over by morons? I mean, so just so we know it. I don't know what's happening. His fund has 1.4 million dollars in it or 1.5 million dollars. Getting a lot of press gets more pressed, but 0 people have invested it on Fox Business. That one point, five million dollars is decide. That's not even it is 20 million dollars away from profitable. Its largest among its largest Holdings, is strapped yourself in apple. Led by a gay man is still one of the same problems for the anti Dei Etc. Free flow media. Free flow, analytics.com, to have the same presses. This moron. That's all I'm saying. But who do you blame here? Who do you feel confused? Because ozoria Capital, all of these far-right sort of like investor types, private Equity types startup types. Aren't they only supposed to take things from Lord of the Rings now, like palantir. And but ozoria is actually the name of like an archaeological site in Greece. Like, they're all so clever. Yeah, this guy. Yeah. It actually, that's one of the courses he took before he dropped up. Maybe he took over something on ancient Greece. It's actually incite of, an Iron Age, like archaeological sites. So maybe he's taking all those cues from the Iron Age, I'm playing this. You I'm your house connected. He must ask me. I don't remember. I don't know each other. I don't care how you're connected to Vivint connection, your connected to him. This is your. I gotta say, I gotta say, I'm so exhausted. By this time I'm gonna pass the mic T, I'm gonna I'm dropping my next. Who do you blame? I was gonna talk all about tech. There's there's a lot of Articles going around, how people are upset at a VC named Sean Maguire. He basically is calling out zoram, I'm Dani, he's the Democrat, he won the Democratic primary for the New York City mayoral position in New York City. He said that that Zoran comes from a culture that lies about everything Sean Maguire is he? Again, he works for Sequoia Capital. He is as a he is as trumpy as they get if you want to be depressed. Look at his Twitter feed over the last year. He just promotes every conspiracy theory, every hateful, racist Trope, this guy's a moron, but I'm not gonna I'm not gonna bother the audience with another diatribe against another stupid and young 20 year old like idiot. Like, I just can't take it anymore. I just can't. This is the guy who was all. So, Sean Maguire, he is mad at Google because he said he wasn't promoted because he was a white man. This is his thing. So because there are because there are no white men who were successful at Google, right? I mean that's we know this, right? And at all men don't have positions at Google at all. All right, let me take the mantle here. I'll do two and then we'll come back. I'm like sweaty. I'm just like I'm exhausted myself. All right first, the first one is easy. A little bit wonky and a little bit stupid. But so I read, I don't know if you read the activist investor newsletter. I do activist investor newsletter. I might as well because it gets sent to my inbox. Some you should because it's there. It's there. So I read it. Yeah. But I saw something today. That piqued my interest Forward Air was involved in a proxy battle. Yeah and Cora, and Cora covered it. We've covered it. Yeah, and Cora battled previously, Norfolk Southern one of board seats there. Now they Forward. Air had their AGM basically last month and what piqued? My interest was one. Throwaway line in the activist investors newsletter that said they still haven't released their 8K, the result of that have not been publicly released in an SCC filing and it's been a month, even allowed? Yeah, well this is what's confusing to me like so who do you blame for for for forward are not releasing an 8K a month after the AGM? Yeah, go ahead. Do you do you blame Charles Anderson Robert Edwards, Jr. And Michael Hodge, who owned roughly 25 to 30% of the voting power on forward? Are even if free float data does not actually properly show them as having that much influence on the board. There's some there's some error where they're not listed as having that much influence but they clearly do because they have nearly a third of the voting power of this. Board of this company. Yeah, I think it's because they're relatively new to the data set. So I think we're still ironing out some data issues there. Do we blame and Cora themselves? Yeah, because they couldn't help, but mere minutes after the AGM, they released a press release. Stating quote absent. The more than 30% of shares that were legally committed to vote for the incumbent board, chairman George May's, Junior, Javier pollitt, and Laura Tucker lost in a landslide highlighting. The substantial level of concern regarding the legitimacy of the board strategic review. We believe the resignations of these Legacy directors, will empower the board to carry out thorough assessment of value maximizing opportunities, and Cora. Put a press release out like that day. Saying, we want in a landslide. So they're just. So in quora is, I mean, Forward Air is just being petty, you're saying they don't want to, I don't want to release the News that they lost, I don't know. But maybe like, if any Cora hadn't put that out like Forward, Air would have put out the 8K. Like, you know, the two days later like they normally do and then in quora could have said, look, we won, right? But maybe now, it's just a petty battle. Do you blame Christine gorg? Yeah, who's the chair of the audit committee? Because the audit committee oversees, the filing sustainably, right? Who was the chair of the audit committee at a company called invite, which is a genetic testing, firm from 20, you just talked about them, I think. Yeah, 2015 to 2024, when they declared bankruptcy. So maybe she's just. Not that good of an audit chair like when you're the audit chair somewhere and they declare bankruptcy, maybe you should not be the audience chair, somewhere else, just in general, okay? Or do you blame Michael hands whose Chief counsel of Forward Air? But also holds a master's in Divinity, and clearly could not Divine where the submit button was on his iPhone to actually do the 8K. I actually have Insight information about this one. You would blame. Michael Hans. She'd cancel. Because I heard that. He thought that God would take care of it. Well, are there it is. Yeah, he wasn't aware that. Yeah, that was yeah, he was oh, it was God's. So that would be God's fault for not doing it really, I suppose. But no, you know, well, that was not an option. No, it's not actually no. It's actually Michael Hansen. God, never purported to release a cafe filings. I don't think that's something that God has. God doesn't work at the SEC, I guess. No, all right. Well that's that was a good option. Look that was a good one for. I hope to see III is listening because that was a good one for CII. That was a good wonky. Come on is it there's an airplane battle there's no right? There's directions probably got voted up but we don't know, I like it. Here's my second one. Yeah this is just a headline. No, Carnival Cruises is not Banning rap music. Oh well, I'm sure zoria capital is upset about that they probably. Well, yeah, I'm music. Carnival Cruise Lines denied reports circulating online. The DJ's aren't playing hip hop on their cruises. That was really that was really a rumor. This is a real rumor. The cruise line is responded to claim circulating that in their sets there. Are they're not honoring song requests and some social media users are saying the move is racially motivated. Well, Okay, so who do you blame for this malicious rumor? Go ahead. Oh, for the rumor. The rumor because we don't know if it's because you you're saying it's not true though. Well, I don't know if it's true but all I know is like they are saying it's a rumor. So who do we blame for the rumor, right? Like if rumors out there, who do we blame for it? Do we blame carnivals zero black leadership team members, including a team? Led by Mickey Harrison, who's been there for a million years? They do have two Hispanic men on the leadership team and we gave me a gays and Gustavo and torchah but it's there. I can consider them balanced out by the Scandinavian and your old men who fill the rest of their, you know how half the other roles on the board. So all right I don't black people don't take cruises Okay, there's no rap music. That's I'm gonna I'm gonna jump to that one. Yeah. Do you, do you blame Christine, Duffy who's the head of Carnival Cruises? Like, the actual Carnival brand of cruises who's prior roles that the president she was the president of the cruise line Association of International Association which put out a report in 2008 showing that 93% of Crews passengers were white. Oh, I was joking but that 93% in 2008. Was that right? Yes. That's right, report, I have not been able to file. I looked at the last four years, I could not find an updated number in the last four years. In 2025. They did say, however, one in four Cruise passengers came for either Texas or Florida. Oh, this is a quote, this is the International Association. Wow. This is and internationally. One in four, come from Texas or Florida. According to this. Duffy actually grew up in the Northwood Philadelphia neighborhood, which in 1950 was 75%, white but by 2020 was 93% black. So, maybe we're going with that stuff. I'm saying Duffy grew up in the white version of the neighborhood, and therefore, maybe doesn't feel in touch with hip hop music. I think she's angry because her name is taking over. Who knows? Yeah. You do you blame. That's true. 93% of cruise passengers are white, that's according to the 2008 report. That's all I gotta say. Do you, how about in carnival, how about you blame carnivals board of directors? Oh, now we're talking, which has 11 members and his 91% white. Well, yeah, because, you know, that matches with, here's a, this is a classic chicken in the eggs story, right? Is it is the board 901 percent white because 93% of Cruces passengers are white or not. Right, you see, yeah, I see where you go with that. The one interesting. The one person black woman on the board is Nelda Connors, and she's a background in Hydraulics, and metals with the degree mechanical engineering, that's a good person. That's a good person to have on the baby. She's too nerdy for rap. I don't know like man. That's like she's like she spent all over time. Not at Hip Hop shows and all books, right? Like I know she was listening to the blue fish, you know? Or finally do we blame thinking hip hop is black music at all because it's not everybody listens to fucking hip hop. So where did where now where do we? Oh you're saying that the rumor? Because the rumor said that they was racially motivated. So, already built into the rumor is like a total misinformation about who listens to hip-hop. Yeah, that's not over it. No, I gonna I'm not gonna pick that one's too. Oh, come on. Boy, Carnival zero black leadership team. That's hard to choose just a little diversity involved. Yeah, I'm gonna go with, I'm gonna go with that one. I'm gonna go with zero block leadership team that that's a little. Where's Carnival, headquarter? Do we know. Is it for Texas? I mean, Yeah, I I think in 2025, when I see a US company. especially one that reaches out that, you know, all people, as part of their customer base headquarters in a state in the south I'm a little Disturbed of the zero black leadership a little upsetting, there's a lot of great historically black universities right down there in the south. I mean there there's a amazing talent pool to draw from. So I not saying that black people only go to to those universities, but I'm just saying like there's a lot of black talent in the South. I'm just saying, let's be real. They are not taking cruises that's all I'm saying, right? Okay. All right, I didn't like that one. That one was upsetting. All right. Let me finish this off with a few more. Who do you blame games? These are little bit quicker. Nothing like my earlier, diatribe against. What was that guy's name? James Fishback. Missouri. Jimmy Fishback. Yeah. Who's ahead head Trader? And partner wasn't even qualified for his last job was qualified for nothing, 18 months ago, nothing nothing. No, we wasn't even a good baseball player, wasn't the bench in a year old league baseball team, so James Fishback. We're actually connected call me and help me understand what the meritocracy means. Giving that context of your company, okay? Just what's your meritocracy. Here's the headline, people are boycotting Etsy over alligator. Alcatraz merch calls to boycott. Etsy are growing. Since alligator, Alcatraz merch popped up on its Marketplace. The term refers to the Trump administration's new migrant Detention Facility in the Florida, Everglades. I, this is like Bush's, Guantanamo Bay is moved up to the Florida. Now, it's like Republican presidents. Love kind of barbaric. Detention centers, I guess. So, now, there's, there's merch on Etsy of all places and so, I asked you, who do you blame? Is it the 48% influence Duo meaning that these two men control half of the board influence CEO, Josh Silverman and longest tenured board chair. Nominating committee chair Fred Wilson. So to do two, dudes, Control Etsy, despite the fact speaking of Carnival Cruises your data, Matt 80%, 80% of etsy's, buyers and sellers are women 80%. Yeah, that's a lot. And yeah, it's a lot. The board and the executive team is dominated by those two men. Fred Wilson, Josh Silverman. Do you blame the minus 13%? Gender influence Gap? Remember, I just said, yeah, because 80% of buyers and sellers of women, and in fact, their leadership team of eight only includes two women. One of whom of course, is the head of Human Resources. So does that count? I mean, when you see a woman is head of Human Resources. Should I even count that as having a woman on your leadership team? I don't know. No, right? Like the way it is. It's just isn't that the only one who's allowed to have it? I thought that was in the bylaws. Yes. Yes. Or finally, do you blame the companies? Dumb classified board structure. Matt, every three years directors come up for election, which is insane. Last year did know, just this year, just last month, all three directors had, at least 22% votes against them. So, shareholders are angry But there could, but they really are only allowed to be angry at a subset. I don't even know if these are the directors, they really want to be angry at. It's hard to know, right? I mean, because the shareholders Etsy are not allowed to fully voice their thoughts. Only every other, every third year, are they allowed to say certain things and, you know, in the context of all of our discussions about failing board, attendance is the only way to kind of get voted out one of the ways. Matt at these classified boards if you fail attendance, but and you're not up for a vote. Who, how do you how did Cheryl let's get mad at you? Like what? Write, they write you sternly worded letters, isn't it? But isn't that stupid, that that that's one of the only triggers for some investors to vote against you and yet you might not be up for vote the year that you fail the tenants. But anyway of course it's stupid and then they buy. The problem is like like with J Bergstrom or whatever, right? Like doctor J Bergstrom, he could not go to a single meeting for the first year and it would say, first two years in 10 months. Know, if you just the first year, just the first year, if you didn't go to a single meeting, but the second year you went to all of them, right? You met the percentage, you know, threshold? Yup. So what do you do? Is it, if you're ISF, do they get tagged as having attended, do they? What you should do is write a letter to everyone saying, you know what? We're not going to cover your company anymore, because if you don't have a class, if you, if you don't have annual elections and what do you really doing? You're not Investors can't have a voice here. But anyway, what do you blame for the Etsy fall out? The FC boycott look, I do you blame at sea at all. Is this an Etsy problem, right? Like, do I want Etsy to not sell? Like, the problem is that like the There is the Attorney General of Florida is selling the same merch on his website to raise money for his campaign. Yes. Alligator Alcatraz James uthmeier or upmeyer, so you know. Yeah, he's he is there. I'm looking at his website merch, the selling general of a state. Yeah, it's it's t-shirts, bumper stickers, hats for a prison. And when it was, when they announced opening the prison like they, he announced it by saying I'm joining president. Trump this morning for the launch of alligator. Alcatraz, a new illegal alien Detention Facility in the heart of the evil, Glades one way in and one flight out. That's that's and then and then linked The merch to his own merchandise at Sea problem. This is the problem of a media frenzy around. We know that they want to do terrible things to immigrants. They and, and people who are undocumented or people who are brown, it's not forget, immigration status. Who do you blame? Like I'm blaming the State of Florida. Okay, so you're you're diverting from the game. Isn't that the whole thing like any company who's operating in Florida, like Disney continues to operate in Florida and they donated money to the Sanchez in the past. They, they were happy to sort of pay bribe money to DeSantis to to like settle all the, you know, bulshit, you know, anti-woke woke, whatever stuff that he was doing where he took over the, you know, their, their special district and and then kind of gave it back. But not really like all of that stuff. Like Paramount is paying, you know, bribe money to the Trump Administration. Harvard is in negotiations to settle, all of that is the reason why you have alligator Alcatraz and they will raise money on it, it is all to thumb their nose at liberals who like lose their minds about Alka, like that's to me, Etsy selling. It is not the point, right? Like it sounds like you're blaming write about it but classified board structure? Well, let's move on. It's what's already been? We've been doing this for a while. You want me to do another one, or you wanna do one another one? Yeah, one both of the sure. But okay, I'll do both. I'll try to go quickly here. The next headline, tokens to access private companies or to investor trouble Robinhood is latest to offer investors a novel and potentially risky investment opportunity, crypto, that's meant to give exposure to the likes of open AI. So, they're selling crypto for companies that aren't publicly traded. I mean, that just sounds like horseshit to me. This is, this is from the, from the New York Times. I don't know if you know about this, So I want what I want to know is who do you blame? I'm looking at Robinhood because this whole thing's a borderline illegal and cryptee and open AI has already come out and said, like, hey, this is that equity in our, this is not okay, this is not. Okay. So who do you blame? Do you blame CEO, founder and chair of Vladimir ten of for having 47% of influence, in 24% of voting power. Do you do you blame buys you bought he he's another co-founder 37% of influence in 36% of voting power. Do you blame this pesky Class, B share, which gives both of these guys 10 votes per share for their class B holding? So they don't actually despite their voting power They don't actually control that many shares. You see how that works? Yeah, I that's mad. That's right. That's yeah. So do you blame the class? Be sure itself, or what about this? Do you blame this extremely non-democratic Founders voting agreement? Which I can't believe this is even allowed. I can't believe institutional investors invest in companies like this. But here's what the very non-democratic Founders voting agreement, stipulates that our co-founders have agreed to vote, all of their shares in favor of the election of each co-founder. Oh, that's okay. So they are they are bound together. To always support each other. So you cannot break up the power on this board. You can't do anything about this, because they are by bylaw, or whatever they are required, to support each other. No matter what, that's insane. No love stories are saying like it's hard to find love anymore. This is, I mean, that's crazy. That one of the shareholders is forced to support the CEO and chair, no matter what he does. Think about that. How is that? Finally? Do we blame lead? Independent director, Jonathan Rubenstein, for being the most pointless lead, independent director of all time. Not only is he deleted, independent director at Robinhood since 2021, but he was the lead independent director at amazon.com. Wow, 17 to 2023. This guy is the king of pointless lead, independent director work, right? Because who the hell is listening to this guy? I mean, what are we doing here? Why do they even was Robin Hood? Even bother. Have a lead independent director? Like I don't. Why, why make a nod at proper corporate governance if you hate corporate governance. The first. I mean you literally gave yourself binding covets and 10 times value. Think about that binding Cova, no matter what the CEOs, the CEO could be pouring hot, like, cocoa on all his workers. It doesn't, this is like if I fed my kids, like Cocoa Puffs, and Lucky Charms three meals a day every day, but because I wanted to be a good parent, I made them brush their teeth once a week, right? Like what we've already. Think there's no point like that. There's no point to this. Um, I'm going to blame the b share. Oh, okay. The inanimate. BG inanimate be sharing. Look, the fact is that be sure investors keep investing in companies with B shares. Why do you do that like What is the point? All right. That's the right answer, by the way. And finally, let's wrap up. Who do you blame game for July 8th? 2025 on this banter free and sound effect free show. Here's the headline open. This is a quick one because I know we want to get out of here. I'm already sweating. Open AI. Speaking of a cinema where we talking about Sam Altman. I don't know. Open AI. This is a real headline says, it has hired a forensic psychiatrist as its users, keep sliding into Mental Health crisis, oh he's on the, he's on the job. Yes, this is what this is, what the famous College Dropout said that. We're developing ways to Scientific to scientifically measure how chat, gpt's Behavior might affect people emotionally. So the company That is maybe responsible for its users entering into a mental. Health crisis is measuring itself about how the behavior, the church gpt's Behavior might be affecting people. So it's, it's diagnosing itself. You see how that's that works here? Yeah, it's a lot like a board. Giving itself a performance review. Yeah. Or if you have a corrupt, maybe cop on your police force and you and you you've assigned him to investigate the correct activity? Yeah. That was The Departed. Was that the whole plot of The Departed. So who do you play? My only have three people to blame on this one. Do you blame Samuel Altman? This is the Untouchable CEO who's even when the board tries to fire him. They basically start a mutiny against the, he goes to every man, baby, fit goes to every news Outlet in the world and complains basically that the board is doing its job. What did he say? I don't remember. Like, I think he said. Yeah, I think between the Years there was yeah some sniffles do you blame. Brett, Taylor, who magically became chair of this board after Sam Altman Taylor for anything caused. A had a meltdown that his board was doing his job. So he brought on his buddy, Brett Taylor or do you blame Sam Altman again? He's the wow, he's really just two because as it as it turns out, Matt Sam Altman is really responsible for the future partly responsible for the future of the human race because he is basically running experiments on all of them with his stupid chatbots and his Ai and his all his dumb things. And and he alone is responsible for hiring Forensic psychiatrists because you know, he's gonna root out the even though he has no background their expertise in any of this. He's the one who's gonna help your premise. Here, I am going to blame AI itself because the one that helped create or the Creator. But look at the entity that is AI as after it was. Form, you give birth through child and you nurture it and you love it. It goes out and kills a cat. Is it really? Is it really like your fault? If you did as a parent, I would feel. I would feel the blank. He's, he's just hiring a psychiatrist for hit as a parent to figure out. Why is my AI like, why is my child basically a serial killer? That's all he's trying to find out. That's that's what I'm blaming. Yeah. Is there a winner in this game or is this game just over when it's over? I think the winner is is Saul. What was his name? Saul erlich. The partner at ozoria investment. Yeah. Auntie firm because there's no better shity baseball player 18 months ago had no skills to get hired anywhere. Now he's the partner. He's there of a firm that is, trumping excellence in meritocracy. So, all the masses was there. A lot of trading when you were sitting on the bench in Euro League? Baseball, were you doing a lot of trading then? And let me Eat the formula for all those a Mystic, the formula for success is to get rid of black people and women. That's the formula success because they don't they don't equate to Excellence but they will get upset if there's no hip-hop on your cruise line. That's Damian Ross, I'm your analysis at Scotty, we are free float, that was the fun game. I always learn something in the blame game. I don't know why this game is so effective for me personally, because that's who we make these shows for. That's all we got for today, but come back on Friday. When we wrap the week, we've got a proxy count on this week's proxy County. We do one. We are wrapping up the proxy doing it. Oh wow, we are good. We got a love research to do between now and then. We're gonna wrap the proxy season and there is a shareholder privacy podcast coming out on Wednesday. Yeah. Wait for that until that answer free. Yeah.