Fermi Inc. 8K

Fermi Inc. director Miles Everson resigned effective July 10, 2026, due to disagreements over the company’s governance practices, particularly lack of access to Board minutes and the use of special committees to approve a $350 million convertible bond without full Board involvement.

On July 10, 2026, director Miles Everson tendered his immediate resignation from the Board of Directors of Fermi Inc., citing a fundamental disagreement with the company’s governance practices, including its failure to provide him with required Board and committee minutes despite multiple written requests in April and May 2026, which he states prevents him from being fully informed and from discharging his fiduciary duties. Everson also objects to the company’s continued use of special committees to approve significant transactions without full Board involvement, specifically pointing to a newly announced $350 million convertible bond transaction that he says was not brought to the full Board for discussion and of which he only learned upon its public announcement. He emphasizes that his resignation is not for personal or routine reasons, requests accurate public disclosure of these circumstances (including filing this letter as an exhibit to any Form 8-K), and expressly reserves all of his legal and indemnification rights while requesting preservation of records related to his requests and the relevant Board and committee actions.

Filing Facts

CIK

2071778

Ticker

-

Form

8K

Source Type

sec

Accession

0001213900-26-077385

Alert Tier

7