Dallas, May 13, 2026, 16:02 CDT
- Toby Neugebauer’s group submitted proxy materials related to the contested May 29 vote, also referencing a shareholder-initiated meeting expected near June 30.
- Fermi’s board rejects Neugebauer’s bid to take over and speed up a sale, insisting there’s no legitimate special meeting set for May 29.
- Investors are eyeing Thursday’s first-quarter report, which should thrust Project Matador’s ongoing tenant negotiations back into the spotlight.
Former Fermi Inc. CEO Toby Neugebauer, along with allied shareholders, pushed forward with a proxy fight in fresh SEC solicitation materials, despite the company’s board stating it has called off the May 29 special meeting that Neugebauer is aiming for.
The group plans to use a blue proxy card when soliciting votes for its director slate at the contested May 29 meeting, according to the filing. For the shareholder-called special meeting that’s likely to occur around June 30, they’ll turn to a green agent-designation card. A proxy card allows shareholders to appoint another party to vote on their behalf.
The stakes are high with Fermi set to release first-quarter earnings ahead of Thursday’s bell. For investors, topline revenue is taking a back seat; the real focus is on signs that Fermi’s new executive team can lock down an anchor tenant for Project Matador, its proposed AI data-center and private-power site in the Texas Panhandle.
Fermi’s pitch is straightforward: power is turning into the chokepoint for artificial intelligence. The U.S. Energy Information Administration on Tuesday projected that electricity consumption will set new records in 2026 and 2027, pointing to surging demand from AI and crypto data centers as a key driver.
The board on Monday said its Risk and Disclosure Committee voted unanimously to scrap the special meeting Neugebauer tried to schedule for May 29. According to the company, Neugebauer is aiming to stack the board with supporters to push through a sale—one Fermi described as happening at a depressed valuation.
But Neugebauer’s camp has a different story. The SEC filing lays it out: the ex-CEO and his allies plan to push proxy materials for the May 29 meeting, plus for another meeting that shareholders themselves would call. Neugebauer holds 139,016,035 shares beneficially, according to the document. Vicksburg Investments Management LLC controls 44,656,376 shares, and the Melissa A. Neugebauer 2020 Trust owns 94,359,659 shares.
There’s also the matter of Fermi’s REIT status. To comply with the “5/50 Rule”—which prevents five or fewer people from controlling over 50% of a real estate investment trust—Neugebauer’s family indicated it could donate some shares to charities if necessary.
Fermi hit reset back in April. At that point, Marius Haas stepped in as chairman, Neugebauer exited the CEO post, and CFO Miles Everson walked out too. The interim Office of the CEO—Jacobo Ortiz Blanes and Anna Bofa—took charge of daily business while the board hunts for a permanent chief.
Analyst opinions diverged on the leadership shakeup. Stifel’s Stephen Gengaro pointed to potential upside from Neugebauer leaving, telling Fortune that future customer talks “could be smoother going forward.” Texas Capital Securities’ Derrick Whitefield and his team noted that Fermi’s board stuck to its existing Project Matador plan and timeline, even after the executive exits. Fortune
The warning signs are hard to miss. UBS analyst John Hodulik pulled his rating on Fermi down to Neutral from Buy, pointing to management churn and uncertainty about when revenue will actually show up. TipRanks, referencing The Fly, reported that UBS also slashed its price target to $6 from $8, flagging a longer wait before any revenue kicks in.
The competitive landscape for Fermi is shifting. Constellation wants to bring the Three Mile Island nuclear plant back online, aiming to supply Microsoft’s data centers if the contract goes through. Over at Meta, the company has lined up long-term nuclear power deals with Vistra and several others. Big tech is already connecting AI expansion directly to reliable electricity.
Fermi bounced to $6.00 in the latest quote—about a 10% gain over the prior close—on volume north of 20 million shares. That gives the stock a breather for now. But Thursday’s call still hinges on one thing: whether Fermi can shift Project Matador from simply holding assets to actually landing customer commitments.
