U.S. Markets

Engaged Capital earns two seats on Benchmark's board

NEW YORK (Reuters) - Engaged Capital earned two seats on Benchmark Electronics Inc’s board of directors, the activist hedge fund said on Wednesday after it waged an aggressive campaign for key changes.

Engaged Capital said in a press release that two of its nominees were joining the board, confirming an earlier Reuters report that shareholders had voted for at least one of the dissident directors.

Benchmark, based in Angleton, Texas, provides design and engineering services to original equipment manufacturers in aerospace, defense and other industries. A company spokesman declined to comment on the voting results at the annual meeting, which was still in the final stages of being tallied on Wednesday.

Shares of Benchmark were up about 1 percent late Wednesday morning, trading at $20.15.

Benchmark shareholders voted two members of Engaged’ s slate, industry veterans Robert Gifford and Jeffrey McCreary, onto the company’s board, the hedge fund said.

For Benchmark’s management team, the proxy fight was not a complete loss. The company fought to keep an employee of Engaged off of its board, people familiar with the matter told Reuters. Engaged Capital’s third nominee, its own senior analyst Brendan Springstubb, did not win enough votes to join the board.

“Jeff and Robert will bring a culture of accountability, an ownership mindset, and a much needed fresh perspective to the boardroom,” said Glenn Welling, Engaged’ s Chief Investment Officer, said in a statement.

Benchmark’s first-quarter results came in well below analyst expectations, a miss CEO Gayla Delly attributed in part to a drop in orders from its largest computing customer.

People familiar with the matter said the quarter’s poor results played a significant role in swaying certain shareholders to turn their support toward the two Engaged’ s directors, who could bring a needed perspective to the board.

A major boost for Engaged Capital’s campaign came when proxy advisory firm ISS, announced its support.

“It appears the dissidents have made a compelling case that some change at the board level is warranted,” ISS said in its April 27 press release, announcing its support of Engaged’ s slate.

Reporting by Michael Flaherty; Editing by Chizu Nomiyama and David Gregorio