loanDepot announced it reached a settlement and cooperation agreement with Anthony Hsieh, its founder, chairman, former CEO, and largest shareholder, over Hsieh’s desire to replace one of the members of the company’s board of directors at its 2023 annual meeting.
It was announced in February that Hsieh had either resigned or was ousted as executive chairman of the company amidst his efforts to place Steve Ozonian, CEO of Williston Financial Group, on the loanDepot board of directors in the upcoming vote. It was his intent to have Ozonian replace current board member Pamela Hughes Patenaude who is up for re-election at this year’s meeting.
The agreement will see Hsieh’s desired board appointment added to the board, with immediate effect, with the number of directors temporarily increasing from eight to nine. Ozonian, along with Patenaude and Andrew Dodson, who also sits on the company’s board, will be up for re-election at the 2023 meeting.
The deal also stipulated Hsieh will vote all of his shares in support of the board’s nominations at both the 2023 and 2024 meetings and will not make any other board nominations in either year. At the 2024 annual meeting, Hsieh and Brian Golson (or another designee of Parthenon Capital) will be nominated by the board for re-election. The board will also be returned to eight members at that time.
“We believe that reaching this agreement with Anthony is clearly in the best interests of loanDepot and all of its shareholders,” said Dawn Lepore, chair of the board’s nominating and corporate governance committee. “With this mutually beneficial resolution, we avoid the distraction of a contested election and management, under Frank Martell’s leadership as CEO, can focus fully on the continued execution of our Vision 2025 plan to position LDI for long-term value creation. We look forward to the perspectives Steve will bring to the board and the continued contributions of Pam and Andrew.”
Hsieh said of the agreement, “The board and I have been discussing bringing in Steve Ozonian as a new director for the past several months, and I am pleased we have reached this point. The addition of Steve to the board will bring a new and valuable perspective that will help loanDepot navigate the extraordinary challenges facing the mortgage industry. loanDepot is an incredible company with a track record of driving innovation and providing exceptional customer experiences. I am excited about LDI’s future as we continue to work to delight our customers and increase long-term shareholder value under the direction of LDI’s management team.”