Nikola Corporation, a global leader in zero-emissions transportation and energy supply and infrastructure solutions, said today that its Board of Directors has rejected a slate of five dissident nominees proposed by an entity controlled by former Executive Chairman Trevor Milton for election as directors at Nikola’s 2024 Annual Meeting of Stockholders.
On January 26, 2024, Nikola received a notice from M&M Residual, LLC, Mr. Milton’s entity, declaring its intent to nominate a slate of five directors for its eight-member board: Cole Cannon, Derek Johnson, Hans Peterson, Paul Southam and Dave Sparks.
The Board of Directors reviewed the director nominees and rejected the slate and does not endorse their nomination. The director nominees have no public company experience, add no skills or experience to the board, and indisputably lack the depth of experience that the current Nikola board members bring to the Company. Additionally, it is the Company’s belief that the director nominees lack the expertise or knowledge needed to navigate the complexities of a zero-emissions trucking and energy infrastructure business.
Mr. Milton was criminally convicted of one count of securities fraud and two counts of wire fraud as it relates to the Company, and on January 17, 2024, was sentenced to 48 months in prison, followed by supervised release for three years. On October 20, 2023, Mr. Milton was found liable in an arbitration with the Company, resulting in an award to the Company of $165 million plus interest, which includes a $125 million settlement with the Securities and Exchange Commission from December 2021. This judgment remains unpaid, and Nikola is vigorously seeking all legal avenues to recover monies owed to the Company by Mr. Milton.
Mr. Milton is separated from the Company entirely and has had zero involvement in Nikola’s day-to-day operations since September of 2020; however, Nikola continues to suffer harm created by Mr. Milton’s business decisions from over three years ago in his role as Founder and Executive Chairman.
Nikola’s current Board of Directors comprises a diverse group of reputable, leading experts in their respective fields – from trucking to startups to technology to energy, as well as customer service – all integral aspects of Company business. Each member holds specific and relevant industry experience that has driven forward strategic initiatives to help support Nikola’s long-term financial strength. This in turn delivers on our commitment to create long-term value for our stockholders.
In short, the hydrogen ecosystem is a series of complex systems that require complex answers. Nikola’s board of directors has the expertise and experience necessary for the Company’s success, and our team stands firmly behind them.
These experts include:
- Nikola President and CEO, Steve Girsky, who is a former vice-chairman of GM and Managing Director at Morgan Stanley and has 30-plus years of business experience;
- Steve Shindler, a former CEO and CFO in the Nextel organization, also with more than 30 years of success in his field;
- Mary Petrovich, Senior Operating Executive for The Carlyle Group and former Chairman and CEO of two highly successful Carlyle portfolio companies in industrial and transportation sectors, with more than three decades of experience;
- Andrew Vesey, President and CEO, North America, Fortescue Future Industries, with more than 40 years of energy business experience;
- Bruce Smith, Chairman and CEO of Detroit Manufacturing Systems, a tier 1 automotive supplier, with 30 years of deep automotive and supplier leadership positions and relationships;
- Michael Mansuetti, president, North America, Robert Bosch LLC, with decades of experience in the technology and supplier sectors;
- John Vesco, with more than three decades of executive leadership for prominent transportation and supply chain organizations, including Hub Group and Schneider; and
- Jonathan Pertchick, former CEO and Managing Director of TravelCenters of America (TA), with decades of successful company transformation on his resume.
Nikola’s Board of Directors strongly opposes the nominations made by Mr. Milton and will disclose its director nominees when its proxy statement is filed with the Securities and Exchange Commission (the “SEC”). Nikola stockholders are not required to take any action at this time.
SOURCE: Nikola
