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In a significant corporate development, Harte Hanks , Inc. (NASDAQ:HHS), a $33.9 million market cap company specializing in direct mail advertising services, announced today that it has entered into a cooperation agreement with shareholders Gary S. Rosenbach and Susan Rosenbach. According to InvestingPro data, the company currently trades at a low revenue valuation multiple relative to peers, with annual revenue of $185.24 million. According to the company’s filing with the Securities and Exchange Commission, the agreement was effective as of Wednesday.
The Rosenbachs, who are reported to beneficially own approximately 2,118,635 shares of Harte Hanks’ common stock based on the latest non-objecting beneficial owner list dated March 25, 2025, have agreed to several standstill provisions. This development comes as the stock has experienced significant pressure, with InvestingPro data showing a 34.75% decline over the past six months, currently trading at $4.60. These include restrictions on proxy solicitation, advising or encouraging others regarding the voting or disposition of the company’s securities, and acquiring additional shares of Harte Hanks’ common stock.
Furthermore, the agreement includes mutual non-disparagement clauses and stipulates that the Rosenbachs will vote their shares in line with the Board’s recommendations at shareholder meetings up to the 2026 annual meeting, with certain exceptions for extraordinary transactions as defined in the agreement.
This cooperation agreement will remain in effect until the Rosenbachs’ ownership falls below 10% of Harte Hanks’ issued and outstanding common stock. The full details of the agreement can be found in Exhibit 10.01 of the company’s current report on Form 8-K, which is incorporated by reference in the SEC filing.
The announcement comes at a time when shareholder activism is increasingly influencing corporate governance and strategic decision-making. Harte Hanks’ proactive engagement with its major shareholders through this agreement could be indicative of a collaborative approach to management and corporate strategy moving forward. InvestingPro analysis reveals the company maintains a healthy current ratio of 1.53, though its overall financial health score is currently rated as WEAK. Investors seeking deeper insights can access the comprehensive Pro Research Report, which provides detailed analysis of Harte Hanks among 1,400+ US equities.
The information disclosed in this article is based on the company’s recent SEC filing and is intended to provide shareholders and the investing public with key facts regarding Harte Hanks’ latest corporate governance developments.
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