#United States #New York #ISS #Matthews International #Barington Capital

ISS Endorses Barington Capital's Nominees for Matthews Board

In a significant move for shareholders of Matthews International Corporation, the leading proxy advisory firm Institutional Shareholder Services Inc. (ISS) has reiterated its recommendation for investors to vote in favor of all nominees put forth by Barington Capital Group, L.P. This endorsement is set against a backdrop of intense scrutiny and strategic maneuvering within Matthews' upcoming annual meeting.

Barington Capital, known for its fundamental and value-oriented activism, has proposed the election of three highly qualified individuals—Ana Amicarella, Chan Galbato, and James Mitarotonda—to the Matthews board. This recommendation comes as Matthews faces mounting challenges, particularly surrounding governance practices and board composition that many shareholders feel have fallen short.

In their most recent advisory, ISS criticized Matthews’ board for not addressing governance provisions sooner, labeling their last-minute initiatives as insufficient and ultimately serving as defensive tactics. The ISS advisory noted that the board should have anticipated and enacted these enhancements in advance of the proxy contest rather than reacting in a hurried manner as the election approaches.

James Mitarotonda, who leads Barington, articulated this sentiment, stating, "The ISS recommendation underscores the necessity for scrutiny regarding Matthews' governance failures and the current board's tactics to evade accountability. Shareholders must think critically about the impact of a board unresponsive to the needs of its investors."

ISS's alert highlighted that further changes are necessary if Matthews wishes to escape the shadow of past disappointments and ensure that critical decisions influencing the company's future won't be dictated by directors responsible for steering it into troubled waters.

On February 20, 2025, Matthews shareholders will cast their votes at the annual meeting—an event expected to shape the future of the company significantly. ISS previously urged shareholders to vote against Matthews' own nominees, further skewing the election in favor of Barington's slate, which they consider much more aligned with shareholder interests.

As part of their push for change, Barington Capital has launched a campaign asking Matthews shareholders to disregard the traditional opposition and instead support the election of their nominees using the GOLD proxy card. This directive is being amplified through avenues encouraging shareholders to evaluate the proposed candidates based on their extensive expertise and capability to guide Matthews toward a more profitable and transparent future.

Overall, Barington’s call to action is to look beyond the immediate tactics of the current board and place trust in new leadership that can navigate the market effectively. The firm emphasizes that the right choices today will pave the way for long-term shareholder value and performance improvement.

For shareholders keen on further insights related to this election, Barington has made resources available online to assist in making informed decisions leading up to the meeting. All interested parties are encouraged to act decisively and ensure their voices are heard in this critical juncture for Matthews International.