Dallas, Texas, May 14, 2026, 05:34 CDT
Fermi Inc.’s board has upped the bar for shareholders hoping to amend sections of its bylaws, according to a filing, intensifying the brewing standoff with ex-CEO and ousted co-founder Toby Neugebauer.
Shareholders must now secure at least 70% backing to change rules covering board size, director terms, and any future tweaks to bylaws, the company said. The new threshold kicked in on May 13, the filing showed, published via the London Stock Exchange’s regulatory news service.
The clock’s ticking for Fermi. Shares trade as FRMI on both Nasdaq and the London Stock Exchange, with first-quarter numbers set to drop at 7 a.m. Eastern on Thursday. The company has a call lined up for 9 a.m. Investors want to see progress: a shift from governance turmoil to actual tenant deals and financing for its AI power project in Texas.
The bylaw shift makes Neugebauer’s effort to overhaul the board tougher. Earlier this week, Fermi shot down the idea of a May 29 special shareholder meeting, calling out what it said was Neugebauer’s bid to install five directors, seize board control, and accelerate a sale.
Neugebauer’s group hasn’t let up. According to a preliminary solicitation statement, the Fermi founder parties are pushing for shareholder approval to call another special meeting—possibly around June 30—if they rally backing from holders representing at least 50% of shares. They’re urging the board to weigh options like a sale, merger, or strategic partnership against Fermi’s current standalone plan.
This week, Neugebauer issued a fresh statement, saying he and his family would consider donating some of their shares to charity if Fermi opts for REIT status and needs to comply with the “5/50” rule. That regulation restricts the top five shareholders from holding more than 50% of a REIT. Bolsamania
At the center of Fermi’s story sits Project Matador, a private power and data center development slated for the Texas Panhandle. The company’s blueprint: a massive site built for as much as 17 gigawatts, tapping gas, solar, battery storage, and advanced nuclear. About 6 gigawatts have permits in hand, and financing commitments top $700 million. The plan calls for “behind-the-meter” electricity—meaning power is produced on or near the site itself, not primarily sourced from the local grid. FERMI AMERICA
Fermi still has to land customers. In its annual report, the company said it doesn’t anticipate operating revenue until it inks binding tenant leases and begins supplying powered shells and on-site power. Execution hinges on securing permits, turning tenant discussions into firm commitments, and bringing in fresh capital.
Things are anything but calm near Fermi. U.S. power use is now expected to smash new records in 2026 and 2027, according to the Energy Information Administration, which pointed to surging demand from both AI and data centers earlier this week. CoreWeave, a prominent name in AI cloud infrastructure, reported last week that its contracted power supply has already passed 3.5 gigawatts—a clear sign that competitors aren’t waiting around to secure electricity.
Money keeps flowing into the sector. Blackstone Digital Infrastructure Trust just pulled in $1.75 billion through a U.S. IPO this week, aiming to scoop up data centers—a fresh indicator that investors are still putting cash behind AI infrastructure, provided the assets and tenants are well defined.
Early Thursday, Fermi shares traded at $6.00, market data showed, ahead of the planned earnings announcement.
Analysts are zeroing in on tenant risk as the key issue in the leadership turmoil. Stifel’s Stephen Gengaro, reacting to last month’s management shake-up, described Neugebauer’s exit as “surprising,” but suggested it might work to the company’s advantage if tensions with potential customers were building. Evercore ISI, for its part, points to a possible uptick in tenant interest, though notes that contract de-risking isn’t going to happen overnight. Fortune
The risk sticks out: raising the voting bar won’t settle the dispute, and an extended proxy battle could pull attention away from tougher commercial needs. Fermi still has to secure tenants, permits, and capital for the project itself. Until then, Project Matador is just a big power plan still missing firm demand.
Thursday’s call is up next, putting the spotlight on whether management moves past rhetoric about control. Investors are pressing for specifics: updates on lease negotiations, where cash burn stands, how financing is shaping up, and if the 2026 power deadline remains in reach.
