EMC has added two outside directors to its board, which now includes 13 members. Elliott and EMC “worked collaboratively” to pick the two new directors, according to EMC’s press release Monday.
In exchange, Elliott agreed to “certain limited standstill and voting positions” through September. That means there’s a limit on how much many more EMC shares Elliott can amass (the firm owns a 2.2 percent stake so far) and that Elliott has agreed to vote in favor of EMC’s board recommendations for 2015. The vote will take place during EMC’s annual shareholder meeting, which usually happens around May 1.
The two new EMC board members are José (Joe) E. Almeida and Donald J. Carty. Almeida is chairman and CEO of Covidien, a healthcare products provider. Carty is a former CFO of Dell and the retired CEO of AMR Corp. and American Airlines.
You probably recognize Elliott’s name, as the hedge fund has been hot on the trail of a few other tech companies. Elliott’s influence arguably helped Riverbed decide to go private and nudged Juniper toward selling off Junos Pulse.
Activist hedge funds tend to air their grievances through letters written to company executives and published publicly. In EMC’s case, Elliott detailed its VMware concerns in October, saying EMC and VMware have each become undervalued on the stock market and have begun competing with each other anyway.
More generally, Elliott doesn’t like the EMC Federation. That’s the term for the four companies owned entirely or almost entirely by EMC: EMC II (the storage-related business that evolved from the original EMC), VMware, RSA, and Pivotal.
Ownership of the four companies doesn’t follow a strict template, as Elliott notes in this chart. EMC owns 100 percent of EMC II, which in turn owns all of RSA. EMC owns 80 percent of VMware (the other 20 percent is what’s traded on Nasdaq) and 90 percent of Pivotal (General Electric owns the rest).