Undavia discloses 5.74% stake in GrafTech, proposes two candidates for board

In a regulatory filing, Nilesh Undavia disclosed a 5.74% stake in GrafTech and stated: “In light of what appear to be multiple very serious errors made by the incumbent Board, Mr. Undavia concluded that the incumbent Board was likely to make an additional serious error in their choice of CEO. Such an error might be catastrophic for shareholders… Mr. Undavia’s request for only one Board seat was rejected by the incumbent Board. The manner in which the incumbent Board did this suggests that the incumbent Board may be entrenching itself. It suggests that the incumbent Board may be less interested in serving shareholders and more interested in the Board’s own high fees… This set of events has convinced Mr. Undavia that the problems of the incumbent Board are much deeper than Mr. Undavia originally thought. Mr. Undavia has therefore concluded that only the addition of two new members to the Board will suffice to guarantee that the Board selects an appropriate CEO… Mr. Undavia has officially requested that the incumbent Board allow the Reporting Persons to list two of his candidates on the Universal Proxy that will be distributed for the annual meeting of shareholders. Mr. Undavia believes that when shareholders are able to review the qualifications of the two candidates selected by Mr. Undavia, shareholders will conclude that Mr. Undavia’s two candidates should be elected to the Board to increase the chances of a positive outcome for all shareholders.”