Move increases number of directors from 5 to 8, adds 3 individuals nominated by largest shareholder Coliseum Capital
LEHI, Utah — Responding to concerns issued by its single largest shareholder, bedding resource Purple Innovation has expanded the size of its board from five directors to eight.
This move effectively adds three individuals that the shareholder, Coliseum Capital, nominated in mid-February. These three board members are S. Hoby Darling, R. Carter Pate and Erika Serow.
Coliseum is Purple’s largest shareholder, owning 44.7% of Purple’s common stock. Because of concerns it has had about the financial direction of the company, Coliseum originally suggested five new board members, including current director Adam Gray
In addition to Gray, other directors currently serving on the board include company CEO Robert T. DeMartini, Gary T. DiCamillo, Claudia Hollingsworth and Dawn Zier.
Gray will become the board chair and DiCamillo will continue to serve as lead independent director and also will chair the Nomination and Governance Committee. The changes take effect immediately.
Purple also said that as part of the compromise, Coliseum is dismissing pending litigation against the company and said that it has made a commitment to not exceed 44.7% ownership of the company, subject to certain exceptions.
“We are pleased to reach this agreement with Coliseum and share its enthusiasm in positioning the company to fully focus on its business and generating value on behalf of all stakeholders, DiCamillo said. “We also appreciate our longstanding partnership with Adam, the significant contributions he has made and his unwavering support of management. “Hoby, Carter, Erika and Scott are all highly credentialed, collaborative leaders who together bring significant experience helping to transform and scale companies. We are confident Purple will benefit from their fresh perspectives and skillsets.”
Efforts to reach Coliseum for comment were unsuccessful.
Purple said that Paul Zept and Pano Anthos will resign as directors of the company and Scott Peterson, who has served as a board observer since Purple’s purchase of Intellibed last year, has been nominated to the board in place of Dawn Zier. Zier previously said she did not plan to be considered for reelection.
As part of Thursday’s announcement, DiCamillo also thanked both Zept and Anthos for their service as directors.
“We are especially grateful for the sage advice and contributions of Paul, who has helped to spearhead the company through its evolution since entering the public market in 2018,” he said. “We believe the company is well positioned to execute on our ‘path to premium’ strategy to drive sustainable growth.”
Gray also offered a vote of confidence for CEO Rob DeMartini and thanked Coliseum for its support in the process.
“Throughout his first 16 months as CEO, Rob has demonstrated strong command for the business, inspiring Coliseum to invest meaningfully in support of the transformative vision he has established, the team he is building and the key strategic and operating priorities he has pursued,” Gray said. “I remain energized and excited to work alongside my director colleagues, both incumbent and new, to help Purple navigate its path towards maximizing value for all stockholders. Coliseum has been a supportive investor in Purple for as long as it has been a public company, and we are confident that our continued long-term, constructive engagement will benefit the company and all of its stockholders.”