Irregularities Mar Voting at Somero Enterprises' Annual General Meeting
Nearly 8.3 Million No Votes Affected
SYDNEY, June 26, 2026 /PRNewswire/ -- VN Capital Management, LLC, investment adviser to a fund that currently holds approximately 12.3% of Somero Enterprises common shares, stated that it voted 6,302,122 shares against all seven resolutions proposed at Somero's annual general meeting held on June 17, 2026. VN Capital submitted those votes on May 19, 2026, and ProxyVote confirmed the submission in writing shortly thereafter.
Voting Deadline Change and Cancelled Ballots
On June 1, 2026, Computershare issued a notice through the CREST system changing the meeting's voting record deadline and the change created a new meeting ballot and cancelled votes previously lodged through ProxyVote under the old control number. VN Capital was not notified that its lodged votes had not been transmitted to the Registrar and therefore was unable to recast them.
Impact on Final Vote Results
VN Capital has since learned that an additional 1,956,226 "no" votes were similarly affected. Had the full 8,258,348 affected shares been included, VN Capital says the results for each proposed resolution would have been as follows:
Resolution |
Votes For |
Votes Against |
1. Ratify Somero's Annual Report |
14,013,747 (38.5 %) |
22,408,414 (61.5 %) |
2. Ratify Directors' Remuneration Report |
13,974,428 (38.4 %) |
22,442,482 (61.6 %) |
3. Ratify Directors' Remuneration Policy |
10,884,339 (29.9 %) |
25,532,571 (70.1 %) |
4. Re-elect Lawrence Horsch |
8,049,411 (24.0 %) |
25,552,245 (76.0 %) |
5. Re-elect Thomas Anderson |
8,072,085 (24.0 %) |
25,529,571 (76.0 %) |
6. Re-elect Vincenzo LiCausi |
14,009,060 (38.5 %) |
22,409,101 (61.5 %) |
7. Ratify Appointment of Auditors |
12,147,217 (33.4 %) |
24,274,944 (66.6 %) |
VN Capital Statement
"The level of opposition clearly shows that investors have lost faith in Somero's board, its announced M&A strategy, and its capital allocation plans," said James Vanasek, Principal of VN Capital Management. "To regain shareholder trust, the board urgently needs to appoint new directors who are supported by shareholders and enact much needed comprehensive corporate governance reforms."
Mr Vanasek added, "VN Capital along with other large shareholders have independently engaged with the company and its advisers over the past three months to try and resolve these issues and craft a solution that works for all Somero investors. While those efforts have so far been unsuccessful, I hope this vote will help spur continued dialogue and lead to a positive outcome that drives shareholder value."
About VN Capital Management
VN Capital Management, LLC is a registered investment advisory firm located in Sydney, Australia. Founded in 2002, the firm manages a hedge fund with a concentrated global portfolio of small- and micro-cap equities.
About Somero Enterprises
Somero Enterprises is a leading manufacturer of laser-guided screeds used to level concrete for large construction projects around the world. The company is headquartered in Fort Myers, Florida, with a production facility in Houghton, Michigan. Somero's stock trades on the Alternative Investment Market (AIM) in London.
For Further Information, Please Contact:
VN Capital Management, LLC
James Vanasek
+61 407 528 900
jtv@vncapital.net
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