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Fermi Board's Decision on Shareholder Meeting Cancellation

Fermi Inc. (NASDAQ: FRMI), operating under the name Fermi America™, has made headlines with its recent announcement confirming the cancellation of a special meeting of shareholders. This decision comes in the wake of the removal of former CEO Toby Neugebauer, who had attempted to call the meeting on the eve of his termination.

The board’s Risk and Disclosure Committee unanimously decided to confirm that no Special Meeting, scheduled for May 29, 2026, will take place. This decision was necessary to clarify misinformation stemming from public remarks made by Neugebauer, suggesting otherwise.

Background on Leadership Changes

During Neugebauer's tenure as CEO, Fermi saw its stock prices plummet by over 80 percent. His recent attempts to consolidate power by appointing new directors were viewed by the Board as an effort to unilaterally control the company and push for a sale at a significantly depressed valuation. In light of serious misconduct that violated company policies, he was terminated, and his actions were deemed detrimental to shareholder interests.

The Board emphasized that Neugebauer's objectives appear to be driven by personal grievances rather than the broader interests of Fermi’s shareholders. Consequently, the Board is committed to taking actions that prioritize the company's long-term strengths, innovation, and shareholder value.

Moving Forward

Fermi's Board, which has been working under a strategic plan known as Fermi 2.0, believes that the current market valuation does not accurately reflect the company’s intrinsic value. The Board is confident that, with recent achievements in Project Matador—an ambitious initiative integrating cutting-edge technologies and energy solutions—Fermi is well-positioned for future growth.

The success of Project Matador marks a significant milestone, as it combines natural gas projects, renewable energy sources, and innovative battery storage to support the burgeoning field of artificial intelligence and computing. This strategic direction promises considerable upside potential for Fermi in the competitive energy landscape.

Shareholder Engagement

Although Neugebauer is attempting to solicit shareholder consent for another meeting, the Board strongly advises shareholders against participating in this endeavor. The Board is steadfast in its approach that any move towards reconvening a special meeting would only serve to hinder the value recovery that Fermi aims to achieve after the tumultuous period under Neugebauer’s leadership.

Under Fermi’s bylaws, the Board retains the power to cancel any Special Meeting and no valid request was found under the recent circumstances. The upcoming months will be crucial as Fermi works to stabilize its position and foster a board that genuinely reflects the interests of all shareholders.

In summary, Fermi Inc. stands committed to transparency and fostering confidence among its investor base as it navigates through this transitional phase. The Board is actively working to enhance shareholder value and build upon the operational momentum that has been established following years of strategic planning and execution. Stakeholders are encouraged to engage directly with the company’s communications for the latest updates on corporate governance and strategic initiatives.

For more information on Fermi's ongoing developments and vision for the future, you can visit Fermi America’s website.