Statement · July 3, 2026
Neugebauer Suspends Current Proxy Campaign While Leading with About 70% of Votes Recorded.
Following the presiding judge’s last-minute recusal in the Texas Business Court case — which throws off the timeline for seating new directors to oversee a true strategic dual-path process — Toby Neugebauer has suspended the solicitation of GREEN agent designations to call a special meeting of shareholders.
The governance litigation continues. Neugebauer reserves the right to resume the campaign to call a special meeting, or to nominate directors at the annual meeting, and reaffirms his confidence in Fermi’s future.
FRMI · NASDAQ · UnlockFermiValue.com
Toby Neugebauer has suspended the current proxy campaign — the solicitation of GREEN agent designations to call a special meeting of shareholders — while leading with about 70% of votes recorded, following the presiding judge’s last-minute recusal in the Texas Business Court case.
The governance litigation continues. Neugebauer reserves the right to resume the campaign or to nominate directors at the annual meeting, and reaffirms his confidence in Fermi’s future.
A World-Class Asset. A 7,500-Acre Private Grid — Permitted, Capitalized, and Powered.
A scarce platform — permitted, capitalized, and powered. Difficult to replicate at speed.
Built in 15 Months
~2–3 YearsThe binding constraint for any greenfield build is power generation equipment — a ~60-month lead time. Fermi has completed approximately 30 months of that work. A buyer should value Fermi on time-to-power, replacement cost, and regulatory scarcity — not public-market multiples.
The Disconnect
Sources: Fermi Inc. SEC filings · PR Newswire press releases (Oct 2025 – May 2026) · FactSet market data · Fermi Shareholder 13G and 13D Reports. NASDAQ daily closing data, Oct 1, 2025 – May 15, 2026. Percentage changes approximate, close-to-close.
Full Generation Portfolio, Infrastructure & Construction Status
Generation table, horizontal infrastructure, and the 5 connected assets · Deck §2, pp. 8–13
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Important Disclosures
Legal disclaimer, forward-looking statements, and information concerning the participants.
Legal Disclaimer
The views expressed on this website represent the opinions of Toby R. Neugebauer and two of his affiliated entities, Vicksburg Investments Management LLC and Melissa A. Neugebauer 2020 Trust (collectively with Mr. Neugebauer, the "Fermi Founder Parties"), which beneficially own shares of Fermi Inc. (the "Company"), together with David A. Daglio, Charles M. Elson, John T. Jimenez, Janet Yang, Sheila Hooda and Juan A. Pujadas (collectively, the "Participants"), and have been derived or obtained from publicly available information with respect to the Company and from third-party reports. The Participants recognize that there may be confidential information in the possession of the Company that could lead it or others to disagree with the Participants' conclusions. The Participants reserve the right to change any of their opinions expressed herein at any time. The information contained in the documents and filings posted to this website is current only as of the date of such document or filing. The Participants disclaim any obligation to update the information or opinions contained on this website.
Certain financial projections and statements made herein have been derived or obtained from filings made with the U.S. Securities and Exchange Commission (the "SEC") or other regulatory authorities and from other third-party reports. The Participants shall not be responsible nor have any liability for any misinformation contained in any SEC or other regulatory filing or third-party report. There is no assurance or guarantee with respect to the prices at which any securities of the Company will trade, and such securities may not trade at prices that may be implied herein. Any estimates, projections and potential impact of any opportunities identified by the Participants herein are based on assumptions that the Participants believe to be reasonable as of the date of the materials on this website, but there can be no assurance or guarantee that actual results or performance of the Company will not differ, and such differences may be material.
The materials on this website are provided merely as information and are not intended to be, nor should they be construed as, an offer to sell or a solicitation of an offer to buy any security. These materials do not recommend the purchase or sale of any security. The Fermi Founder Parties currently beneficially own shares of the Company. It is possible that there will be developments in the future that cause the Fermi Founder Parties from time to time to sell all or a portion of their holdings of the Company in open market transactions or otherwise (including via short sales), buy additional shares (in open market or privately negotiated transactions or otherwise), or trade in options, puts, calls or other derivative instruments relating to such shares, subject to applicable trading rules.
Although the Participants believe the statements made on this website are substantially accurate in all material respects and do not omit to state material facts necessary to make those statements not misleading, the Participants make no representation or warranty, express or implied, as to the accuracy or completeness of those statements or any other written or oral communication they make with respect to the Company and any other companies mentioned, and the Participants expressly disclaim any liability relating to those statements or communications (or any inaccuracies or omissions therein). Thus, shareholders and others should conduct their own independent investigation and analysis of those statements and communications and of the Company and any other companies to which those statements or communications may be relevant.
This website may contain links to articles and/or videos (collectively, "Media"). The views and opinions expressed in such Media are those of the author(s)/speaker(s) referenced or quoted in such Media, and, unless specifically noted otherwise, do not necessarily represent the opinion of the Participants.
Cautionary Statement Regarding Forward-Looking Statements
The materials on this website contain forward-looking statements made by the Participants in their independent capacity as shareholders of the Company. All statements contained on this website that are not clearly historical in nature or that necessarily depend on future events are forward-looking, and the words "anticipate," "believe," "expect," "intend," "project," "will," "may," "would," "potential," "opportunity," "estimate," "plan," and similar expressions are generally intended to identify forward-looking statements. These statements are based on the Participants' current views and expectations, speak only as of the date of these materials and are subject to inherent risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from those expressed or implied by such projected results and statements. Assumptions relating to the foregoing involve risks and uncertainties with respect to, among other things, future economic, competitive and market conditions and future business decisions, all of which are difficult or impossible to predict accurately and many of which are beyond the control of the Participants. Although the Participants believe that the assumptions underlying the projected results or forward-looking statements are reasonable as of the date of these materials, any of the assumptions could be inaccurate and therefore, there can be no assurance that the projected results or forward-looking statements included herein will prove to be accurate. In light of the significant uncertainties inherent in the projected results and forward-looking statements included herein, the inclusion of such information should not be regarded as a representation as to future results or that the objectives and strategic initiatives expressed or implied by such projected results and forward-looking statements will be achieved. Accordingly, you should not rely upon forward-looking statements as a prediction of actual results. Except to the extent required by applicable law, the Participants will not undertake and specifically decline any obligation to disclose the results of any revisions that may be made to any projected results or forward-looking statements herein to reflect events or circumstances after the date of such projected results or statements or to reflect the occurrence of anticipated or unanticipated events.
Certain Information Concerning the Participants
The Fermi Founder Parties, together with the other Participants, have filed a definitive proxy statement on Schedule 14A, accompanying GREEN agent designations card, and other relevant documents with the SEC in connection with the solicitation of agent designations for calling a special meeting of shareholders anticipated to be held on or around July 15, 2026 (the "Special Meeting").
THE PARTICIPANTS STRONGLY ADVISE ALL SHAREHOLDERS OF THE COMPANY TO READ THE DEFINITIVE PROXY STATEMENT AND OTHER PROXY MATERIALS, INCLUDING THE GREEN AGENT DESIGNATIONS CARD, THAT HAVE BEEN OR WILL BE FILED BY SUCH PARTICIPANTS BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION. SUCH PROXY MATERIALS ARE OR WILL BE AVAILABLE AT NO CHARGE ON THE SEC'S WEB SITE AT HTTP://WWW.SEC.GOV. IN ADDITION, THE PARTICIPANTS WILL PROVIDE COPIES OF THE PROXY STATEMENT WITHOUT CHARGE, UPON REQUEST.
The Fermi Founder Parties filed a Schedule 13G with respect to the Company on November 14, 2025, which reported that Mr. Neugebauer beneficially owns 139,016,035 shares of the Company's common stock, $0.001 par value per share (the "Common Stock"), Vicksburg Investments Management LLC beneficially owns 44,656,376 shares of Common Stock, and Melissa A. Neugebauer 2020 Trust beneficially owns 94,359,659 shares of Common Stock. As of the date hereof, none of the other Participants beneficially own any shares of Common Stock.
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Filings, Letters & Press Releases
Public materials and shareholder communications, in reverse chronological order. All SEC filings are available free of charge at www.sec.gov.
Shareholder Deck
Filings · Letters · Press Releases
| Date | Type | Description | Link |
|---|---|---|---|
| Jul 6, 2026 | DFAN14A | Soliciting Material — Proxy Campaign Suspended Statement announcing suspension of the GREEN consent solicitation following the presiding judge’s recusal; reserves the right to resume the campaign or to nominate directors at the annual meeting. |
SEC EDGAR |
| Jul 1, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material filed under Rule 14a-12. |
SEC EDGAR |
| Jul 1, 2026 | DFAN14A | Town Hall Webinar — Transcript Transcript of the June 30 shareholder Town Hall, filed as additional definitive proxy-solicitation material under Rule 14a-12. |
SEC EDGAR |
| Jun 30, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material filed under Rule 14a-12. |
SEC EDGAR |
| Jun 30, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material filed under Rule 14a-12. |
SEC EDGAR |
| Jun 29, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material filed under Rule 14a-12. |
SEC EDGAR |
| Jun 29, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material filed under Rule 14a-12. |
SEC EDGAR |
| Jun 26, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material filed under Rule 14a-12. |
SEC EDGAR |
| Jun 25, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material filed under Rule 14a-12. |
SEC EDGAR |
| Jun 25, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material filed under Rule 14a-12. |
SEC EDGAR |
| Jun 23, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material filed under Rule 14a-12. |
SEC EDGAR |
| Jun 22, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material filed under Rule 14a-12. |
SEC EDGAR |
| Jun 18, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material filed under Rule 14a-12. |
SEC EDGAR |
| Jun 18, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material filed under Rule 14a-12. |
SEC EDGAR |
| Jun 18, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material filed under Rule 14a-12. |
SEC EDGAR |
| Jun 17, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material filed under Rule 14a-12. |
SEC EDGAR |
| Jun 17, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material filed under Rule 14a-12. |
SEC EDGAR |
| Jun 15, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material filed under Rule 14a-12. |
SEC EDGAR |
| Jun 12, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material filed under Rule 14a-12. |
SEC EDGAR |
| Jun 12, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material filed under Rule 14a-12. |
SEC EDGAR |
| Jun 11, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material filed under Rule 14a-12. |
SEC EDGAR |
| Jun 10, 2026 | DEFC14A | Definitive Proxy Statement (Contested) Definitive proxy statement supporting the Fermi Founder Parties' independent director slate. |
SEC EDGAR |
| Jun 10, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material filed under Rule 14a-12. |
SEC EDGAR |
| Jun 9, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material filed under Rule 14a-12. |
SEC EDGAR |
| Jun 9, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material filed under Rule 14a-12. |
SEC EDGAR |
| Jun 8, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material filed under Rule 14a-12. |
SEC EDGAR |
| Jun 5, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material filed under Rule 14a-12. |
SEC EDGAR |
| Jun 5, 2026 | PRRN14A | Revised Preliminary Consent Statement Revised preliminary consent solicitation statement. |
SEC EDGAR |
| Jun 4, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material filed under Rule 14a-12. |
SEC EDGAR |
| Jun 3, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material filed under Rule 14a-12. |
SEC EDGAR |
| Jun 3, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material filed under Rule 14a-12. |
SEC EDGAR |
| Jun 2, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material filed under Rule 14a-12. |
SEC EDGAR |
| Jun 1, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material filed under Rule 14a-12. |
SEC EDGAR |
| May 29, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material filed under Rule 14a-12. |
SEC EDGAR |
| May 28, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material filed under Rule 14a-12. |
SEC EDGAR |
| May 26, 2026 | PRRN14A | Revised Preliminary Consent Statement Revised preliminary consent solicitation statement. |
SEC EDGAR |
| May 26, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material filed under Rule 14a-12. |
SEC EDGAR |
| May 22, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material filed under Rule 14a-12. |
SEC EDGAR |
| May 20, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material filed under Rule 14a-12. |
SEC EDGAR |
| May 20, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material filed under Rule 14a-12. |
SEC EDGAR |
| May 19, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material filed under Rule 14a-12. |
SEC EDGAR |
| May 19, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material filed under Rule 14a-12. |
SEC EDGAR |
| May 14, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material. |
SEC EDGAR |
| May 14, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material. |
SEC EDGAR |
| May 13, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material. |
SEC EDGAR |
| May 13, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material. |
SEC EDGAR |
| May 8, 2026 | DFAN14A | Soliciting Material — Nominee Slate Announcement Filing accompanying the May 8 press release naming the independent slate. |
SEC EDGAR |
| May 8, 2026 | DFAN14A | Soliciting Material Additional definitive proxy-solicitation material filed under Rule 14a-12. |
SEC EDGAR |
| May 7, 2026 | PRRN14A | Revised Preliminary Consent Statement Revised preliminary consent solicitation statement. |
SEC EDGAR |
| May 5, 2026 | DFAN14A | Soliciting Material — Special Meeting Called Filing accompanying the May 5 press release calling the Special Meeting. |
SEC EDGAR |
| May 5, 2026 | PREN14A | Preliminary Proxy Statement Preliminary proxy statement filed by non-management. |
SEC EDGAR |
| May 5, 2026 | PREC14A | Preliminary Consent Statement Preliminary consent solicitation statement. |
SEC EDGAR |
All proxy and consent solicitation filings (DEFC14A, DFAN14A, PREN14A, PRRN14A) made by the Fermi Founder Parties are available on the SEC EDGAR system at www.sec.gov.
"Fermi's Owners Must Decide!" — Open Letter to Fellow Shareholders
Toby Neugebauer addresses fellow Fermi shareholders directly. Discusses governance, the Special Meeting, and the path to maximum value. Signed "Your fellow shareholder, Toby Neugebauer."
Read the Letter →Public Call on the Board to Initiate a Strategic Review
Formal public call on the Fermi Board to immediately initiate a comprehensive review of all strategic alternatives — including a sale — to maximize value for all shareholders.
Read the Statement →Earlier private correspondence to the Fermi Board (2025) is referenced in the proxy materials but is not publicly posted. See the SEC Filings tab for the formal proxy and consent solicitation statements.
Neugebauer Suspends Current Proxy Campaign While Leading with About 70% of Votes Recorded; Reaffirms Confidence in Fermi’s Future
Following the presiding judge’s last-minute recusal in the Texas Business Court case, which throws off the timeline for the strategic process, Neugebauer suspends the GREEN consent solicitation — reserving the right to resume the campaign or to nominate directors at the annual meeting.
Read the Release →After Proxy Advisor Support, Toby Neugebauer to Host Town Hall Webinar June 30 Taking Live Questions from Analysts
Following recommendations from proxy advisors Glass Lewis and Egan-Jones that shareholders consent to calling the Special Meeting, Neugebauer announces a live, unscripted Town Hall webinar with analysts on June 30 at 4:00 PM ET.
Read the Release →Texas Business Court Grants Neugebauer’s Motion for Expedited Discovery
A Texas Business Court grants Neugebauer’s motion for expedited discovery in the lawsuit Fermi filed seeking to block shareholder accountability, requiring the Company to document the rationale for its recent defensive actions.
Read the Release →Neugebauer Highly Confident Tenant Will Be Announced Soon
Neugebauer expresses high confidence that a tenant for Project Matador will be announced in the near term.
Read the Release →“The Market Has Spoken” — Neugebauer Calls on the Fermi Board to Maximize Shareholder Value and Enhance Management
Neugebauer responds to the market’s reaction and the incumbent board’s filings, reiterating that shareholders — not the current board — should decide Fermi’s future.
Read the Release →Toby Neugebauer Supports John Sellers of Double Eagle as Chairman and CEO of Fermi 3.0
Toby Neugebauer publicly endorses John Sellers of Double Eagle as the proposed Chairman and CEO of Fermi 3.0 — signaling experienced operating leadership under new independent governance.
Read the Release →Toby Neugebauer Files Definitive Proxy Solicitation Materials to Put Fermi's Future in Shareholder Hands
Announces the filing of the definitive proxy statement (DEFC14A) with the SEC — the formal document supporting the independent director slate ahead of the Special Meeting.
Read the Release →Toby Neugebauer Details Strategic Plan to Maximize Value for Fermi Shareholders During Today's Investor Presentation
Neugebauer, co-founder and largest shareholder, hosted a presentation defining the optimal strategy for unlocking Fermi's full value for all shareholders.
Read the Release →Toby Neugebauer to Host Presentation Defining Path to Maximizing Value for All Fermi Shareholders
Announcement of the investor presentation outlining the path to maximizing value through an independent, competitive strategic process.
Read the Release →Toby Neugebauer Sets the Record Straight: Protecting Fermi Shareholders from Rogue Contractors is a Fiduciary Duty, Not a 'Liability'
Neugebauer refutes recent allegations made by the Company's leadership regarding contractor oversight and fiduciary obligations.
Read the Release →"Fermi's Owners Must Decide!" — Open Letter to Fellow Shareholders Regarding Upcoming Shareholder Meeting
An open letter from Toby Neugebauer to the owners of Fermi America regarding the upcoming Special Meeting of Shareholders.
Read the Release →Toby Neugebauer Wins In Court, Responds to New Fermi Defensive Actions
Following a federal court ruling, Neugebauer responds to Fermi's defensive bylaw amendments and the implications for governance.
Read the Release →Toby Neugebauer and Family Believe Generosity is the Solution to Meet 5/50 REIT Compliance, Should Company Elect REIT Status
Neugebauer responds to potential REIT compliance matters and outlines a proposed approach should Fermi elect REIT status for 2025 or 2026.
Read the Release →Toby Neugebauer Nominates Stellar Slate of Highly Qualified Independent Directors to the Fermi Board
Announcement of the completed independent director slate — David A. Daglio Jr., Charles M. Elson, John T. Jimenez, and Janet Yang — alongside additional nominees Juan A. Pujadas and Sheila Hooda.
Read the Release →Toby Neugebauer Calls a Special Meeting to Unlock Maximum Value for Fermi Shareholders
Announcement of the Special Meeting of Shareholders, anticipated on or around July 15, 2026.
Read the Release →Larry Kellerman, Fermi's Chief Power Officer and Architect of Its 17 GW Energy Infrastructure, Accepts Board Nomination
Announcement that Larry Kellerman — Fermi's Chief Power Officer and the architect of its 17 GW energy infrastructure — has accepted nomination to the Fermi Board.
Read the Release →Toby Neugebauer Incredibly Bullish on Project Matador and Calls for Sale of Company to Maximize Shareholder Value
"We are calling on the Board to immediately initiate a comprehensive review of all strategic alternatives — including a sale — to maximize value for all shareholders."
Read the Release →All releases are also available on the PR Newswire archive for Toby Neugebauer.
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