Argo Group International Holdings Ltd. has entered into a cooperation agreement with activist investor Voce Capital Management LLC to change up the composition of the insurer's board.
As part of the arrangement, Carol McFate will join the board, subject to regulatory approval and completion of due diligence. She will succeed Mark Watson, Argo's former CEO, as a director.
Voce last year began a campaign to shake up Argo after accusing Watson of spending corporate funds inappropriately. He retired as CEO in November 2019.
Additionally, Voce will work with Argo's nominating and corporate governance committee to identify and evaluate two new independent director candidates to stand for election at Argo's 2020 annual general meeting of shareholders. One of those two new director candidates will be selected from the slate of individuals nominated by Voce for election at a special general meeting of Argo's shareholders.
The activist investor also agreed to certain customary standstill provisions and to withdraw its proxy solicitation to seek board changes at the requested special shareholders meeting.