Nikola's board of directors on Friday rejected a slate of nominees proposed by former Executive Chairman Trever Milton.
In December, Milton was convicted of one count of securities fraud and two counts of wire fraud and sentenced to four years in prison. He was found liable in an arbitration with Nikola in October, resulting in an award of $165 million plus interest, which includes a $125 million settlement with the Securities and Exchange Commission from 2021. The judgement remains unpaid, Nikola says.
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Milton, through M&M Residual, nominated five directors to Nikola's board on Jan. 26. They were Cole Cannon, Derek Johnson, Hans Peterson, Paul Southam and Dave Sparks. Nikola's board reviewed the slate and rejected it.
"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," Nikola says in a news release. "Additionally, it is the company's belief the director nominees lack the expertise or knowledge needed to navigate the complexities of a zero-emissions trucking and energy infrastructure business."
Nikola says Milton has been separated from the company since September 2020, but the company "continues to suffer harm created by Mr. Milton's business decisions."
The current board, it says, are all reputable experts in their fields, which are also integral aspects of Nikola's business.
"In short, the hydrogen ecosystem is a series of complex systems that require complex answers," the news release says. "Nikola's board of directors has the expertise and experience necessary for the company's success, and our team stands firmly behind them."
Nikola's board strongly opposes Milton's slate of nominees, the release says, and plans to disclose it's own nominees with its proxy statement is filed with the Securities and Exchange Commission.
Nikola's board includes:
- Nikola President and CEO Steve Girsky, former vice chairman of GM and managing director at Morgan Stanley.
- Steve Shindler, former CEO and CFO at Nextel.
- Mary Petrovich, senior operating executive for The Carlyle Group and chairman and CEO of two Carlyle portfolio companies in the industrial and transportation sectors.
- Andrew Vesey, president and CEO for Fortescue Future Industries North America.
- Bruce Smith, chairman and CEO of Detroit Manufacturing Systems.
- Michael Mansuetti, president of Robert Bosch LLC North America.
- John Vesco, with more than 30 years of experience leading prominent transportation and supply chain organizations.
- Jonathan Pertchick, former CEO and managing director of TravelCenters of America.
