#USA #Chicago #Board of Directors #180 Degree Capital #Marlton Partners

Marlton Partners Seeks Enhanced Governance at 180 Degree Capital

Chicago, Illinois – Marlton Partners L.P., a significant stakeholder owning approximately 5.2% of the outstanding shares of 180 Degree Capital Corp. (NASDAQ: TURN), has declared its intention to nominate four independent and highly qualified candidates for election to the Company’s Board of Directors. This move comes ahead of the special meeting scheduled for September 15, 2025, where shareholders will have the opportunity to vote on the nominees. The nominations were highlighted by James C. Elbaor, President and Managing Partner of Marlton Partners, who emphasized the importance of restoring shareholder rights and realigning the Company’s direction to prioritize maximum value generation.

The announcement follows Marlton's formal request to convene a meeting due to the Company’s failure to hold an annual shareholder meeting since April 2024, which constitutes a violation of its own bylaws and New York corporate law. Following this demand, the Board chose the September date to align with its regulatory timelines for a proposed sale of the Company to Mount Logan Capital Inc., which Marlton has agreed to facilitate orderly voting on both the sale and the Board composition.

Why New Leadership is Crucial

Elbaor commented, "This Special Meeting represents a crucial moment for 180 Degree Capital's shareholders to engage actively in shaping the Company's leadership and direction. The Board's prior performance under the leadership of Kevin Rendino, who became Chairman and CEO in 2017, has been marked by significant underperformance, including a troubling pattern of shareholder neglect."

Over the past year, several concerning actions have been noted, such as:

• - Neglecting to hold the required annual meeting.
• - Rejecting constructive proposals that could benefit shareholders, including an offer from Source Capital.
• - Proposing a no-premium sale of the Company, which threatens shareholder protections.
• - Misappropriating more than $6 million in deal-related expenses and management bonuses.

The four nominees are characterized by their diverse experience and commitment to shareholder interests:

1. James C. Elbaor – With a robust background in finance and investment management, Elbaor’s leadership at Marlton Partners positions him uniquely to advocate for shareholder interests.
2. Gabriel (Gabi) D. Gliksberg – The founder and managing member of ATG Capital Management, Gliksberg has extensive experience in investment oversight and corporate governance.
3. Andrew (Andy) M. Greenberg – As managing partner at Saker Management, Greenberg brings over 20 years of event-driven investment expertise, crucial for addressing TURN’s challenges effectively.
4. Aaron T. Morris – A co-founder and partner at Morris Kandinov LLP, Morris’s law background equips him with valuable insights into corporate governance and activism.

Each candidate is expected to bring strong governance and an unwavering commitment to maximized shareholder orientations. "These individuals not only possess the necessary expertise but are also aligned with our vision of revitalizing 180 Degree Capital’s governance and performance," said Elbaor.

Next Steps for Shareholders

The definitive proxy statement, which will include detailed biographies and further information about the nominees, is expected to be filed with the Securities and Exchange Commission shortly. As September 15 approaches, shareholders are urged to actively participate in this pivotal electoral moment to influence the future direction of 180 Degree Capital.

Marlton Partners remains steadfast in its mission to advocate for strong governance and shareholder rights, believing that the election of these candidates will mark a significant step toward restoring trust and enhancing value within the Company. The attention now shifts to the shareholders, who will ultimately determine the fate of the nominees and the direction of the Company at the upcoming special meeting.