WHO DO YOU BLAME with Doug Chia: Paramount’s hostile daddy, protein Doritos, Kimmel’s contract

WHO DO YOU BLAME:

SEC Announces It Will Not Respond to Most No-Action Requests for Rule 14a-8 Shareholder Proposals.

1. Government shutdown - the staff claimed they COULDN’T respond because after the shutdown, they had too much other work to do: “current resource and timing considerations following the lengthy government shutdown and the large volume of registration statements and other filings requiring prompt staff attention.”  It just happens to coincide with Atkins saying there shouldn’t be shareholder proposals, that’s just a coincidence.

2. John Cheveddan and Jim McRitchie - let’s be honest, if it weren’t for Cheveddan and McRitchie over 3 decades, we’d have less shareholder rights, and companies would not be such big whiners about “woke” shareholder proposals.  Guys, you ruined it for all of us with your attention to democracy.

3. Woke ESG shareholders like As You Sow, Arjuna, Trillium, and nuns - if we’re honest, the nuns and SRI crowd might have been the straw, right?  I mean they’re putting in proposals that MAKE Exxon sue them!  How dare they ask for carbon scope 3 emissions data!

4. Antiwoke shareholders like NCPPR and Jesus - excluding Cheveddan/McRitchie, the highest volume of shareholder proposals have actually been the ANTI-woke filers, asking for things like a report on how companies will stop funding trans conversions (or one actual one where they asked about the reputational risk of NOT supporting un-trans-ing).  Some of the proposals are so comically stupid, but the companies have to respond using third party lawyers and do the whole thing - maybe National Legal whatever center for whatever is the REAL straw?

5. ISS and Glass Lewis - this was like 90% of what they did, since they certainly didn’t suggest voting against any directors unless an activist was involved.  So when Ramaswamy and Musk and DeSantis and Texas declared proxy advisors woke activists, it was hard to deny since they didn’t do any work to vote out directors - just offer customers whatever voting pablum they wanted

6. BlackRock and investors who never voted anyway

7. Other - Atkins and Manhattan institute - lobbyists, administration

Pepsi to cut product offering nearly 20% in deal with $4 billion activist Elliott

1. PepsiCo said it also plans to accelerate the introduction of new offerings with simpler and more functional ingredients, including Doritos Protein and Simply NKD Cheetos and Doritos, which contain no artificial flavors or colors. The company also recently introduced a prebiotic version of its signature cola..

2. WHO DO YOU BLAME?

1. Pepsi CEO Ramon Laguarta - CEO since 2018, 21% influence, 43% connected to the board (so they’re basically all known entities), has overseen basically zero shareholder value increase in the last 5 years, overall .513 TSR batting average - what has he been doing?  Did he put a sign on the door begging an activist to come hang?

2. Activist Elliott Management - Paul Singer is notorious as a real foodie… wait, no, sorry, he’s known as a “vulture capitalist” who helped oust Jack Dorsey from Twitter because he didn’t want him to hang in Africa, but was happy to have Elon Musk (who has five jobs) take it over.  In 2021, he did take a 3% stake in Ahold Delhaize, a grocery store owner, so he’s probably had a protein shake sprinkled on Doritos before?

3. Pepsi’s board - first of all, it’s 14 people, which is like 7 people too many.  Second - 4 finance types?  Two pharma/med types?  There are more people who know medicine than food - only ONE agribusiness repped on the board (Bunge) with the only other food production from Pepsi or ex-Pepsi execs?  There are three directors on the nom committee with 10+ years on the board, and the other two have.. 9 years.  Vasella has been there 23 years - time for some turnover.

4. Roberto P. Martínez (International Chief Commercial Officer and CEO of New Revenue Streams) and Tara Glasgow (Executive Vice President and Chief Science Officer) - someone needs to be held responsible for Doritos Protein and Simply NKD Cheetos

Jimmy Kimmel signs ABC extension through 2027

1. Most of Kimmel’s recent renewals have been multiyear extensions. There was no immediate word on whose choice it was to extend his current contract by one year.

2. WHO DO YOU BLAME?

1. Bob Iger - he yanked Kimmel to kiss Brendan Carr’s ass and the affiliates, then put him back on when subscribers cancelled, then convinced affiliates to re-air, all because Kimmel said conservatives really didn’t want Kirk’s killer to be conservative?  Now Kimmel is EXTENDED?  It has to be the dumbest series of events since “Don’t Say Gay” bill in Chapek’s era, right?

2. Disney’s board - these are well known directors in the bag for Iger, and Iger would not even be CEO again if not for them.  Susan Arnold, who at the time had more influence on the board than Iger, was chair of the nominating committee, had Mel Lagomasino and Derica Rice on with her, all went with Iger’s hand picked choice of Bob Chapek.  Arnold left the board, but both Rice and Lagomasino stayed behind to help choose… Bob Iger to return?  Then brought on James Gorman, who hand picked HIS successor, to lead succession with Bob Iger again?  Is anyone doing a job on this board?  

3. ISS - when Nelson Peltz took his Ike Perlmutter borrowed stake in Disney in 2024, ISS sided with Peltz and suggested voting out Mel Lagamasino because she was the longest tenured director and “responsible” for Disney’s failed succession.  In 2025, after Peltz lost and no one cared, ISS backed Lagamasino.  With analysis like that, it’s no wonder Disney can bow to the Trump Administration since there’s no way ISS will actually suggest changing the board unless an old racist takes a stake.

4. Brendan Carr - is this just a finger in the eye of Carr, the FCC, and the angry conservative affiliates by Iger?  Is this Disney’s way of being woke now?

5. Other - Baby Doll Dixon, Jimmy Kimmel’s agent - should have gotten him a 10 year deal with a player option out.  Optically way better, gets bought out if they fire him.

Trump says Netflix, WBD deal could be 'problem' as son-in-law Kushner backs Paramount bid

1. “I’ll be involved in that decision too,” Trump said days after Netflix agreed to buy WBD’s film studios

2. Paramount revealed in a regulatory filing that its hostile bid for WBD bid is being backed by Trump’s son-in-law, Jared Kushner, who is a former White House advisor - and every Middle Eastern sovereign fund, as well as over $40bn by Larry Ellison (and David Ellison committed to spend more in a text to co-CEO Ted Sarandos

3. WHO DO YOU BLAME?

1. Larry Ellison - without daddy’s $40bn (and more - what’s $40bn when you have $269bn in net worth and own an island in Hawaii), there is no deal - literally no deal, this is pure nepo - THE OLIGARCHY

2. Middle Eastern sovereign funds - I mean, they’re involved in EVERY major deal of a conservative figure (Musk/Twitter, Musk/Grok, Ellison/Paramount, Ellison/TikTok, Trump/Air Force One) and are backing another consolidation.  Is this the greatest capitalist manipulation ever?  Dictator capitalism?

3. Robby Starbuck - he claimed “victory” in the Skydance acquisition terms for killing DEI at Paramount, used the opportunity to lick the boot of Brendan Carr, who is almost guaranteed to investigate Netflix given their wokeness.  Somehow it’s all Robby Starbuck’s fault, right?

4. WBD chair Sam Di Piazza - a near lifer at PwC as an accountant until he want to Citi as an i-banker for a stint, served on AT&T’s board… an ACCOUNTANT is running the show!  No one has heard of him, he’s not in any of the news, but ostensibly he (and the board) approved the Netflix deal after dealing with Baby Ellison.  The board is the only group that gets all the bids, compares them, and ultimately decides what to agree on and send to shareholders.  If they chose Baby Ellison to avoid him throwing a temper tantrum to daddy, there’s no hostile takeover and conservatives can rejoice in owning all of media, right?  

Snap appoints Arlo CEO Matthew McRae to board of directors

1. Prior to his current role as CEO of Arlo Technologies, which he has held since August 2018, McRae served as Senior Vice President of Strategy at NETGEAR and as Chief Technology Officer at VIZIO for over seven years

2. WHO DO YOU BLAME?

1. Evan Spiegel - he owns 53.1% of voting power - there is no one else to blame

2. Robert Murphy - he owns 46.4% of voting power - what if he doesn’t like Matt McRae?  Do they resort to a thumb war?  Who are we kidding, it’s still Evan Spiegel’s fault

3. Investors, who, for whatever reason, have OK’ed the idea of dual class shares such that Spiegel and Murphy own 99.5% of the voting power and less than 8% of the economic interest - while Fidelity owns 14.6% of the shares that control 0% of the overall vote.  It was banned from index inclusion because the shares had NO voting rights - but somehow Meta is ALLOWED on every index because you have voting rights even if you can NEVER EVER WIN as Zuck owns control.  What’s the fucking difference??

4. Worst CEOs of the Year Evan Spiegel of Snap