Fermi Founder Parties File Formal Proposal for Independent Strategic Review of Extraordinary Transactions, Press Board on Restoring Texas-Style Governance Ahead of October 30 Annual Meeting

Toby Neugebauer says the Board must act quickly to restore stakeholder confidence. Shares down roughly 20% since Board announced they had met all 90-day objectives on August 13, 35% since the Board removed the choice of a dual-path strategic process on July 2, and 20% since the Board removed Neugebauer as CEO on April 17. Reiterates Fermi is significantly undervalued as one of one asset: a private power utility with private power, private transmission, and private water, all on a scalable campus, with minimal use of public infrastructure, empowering America to win the AI race while protecting the ratepayers.

Files proposal under SEC Rule 14a-8 for Board to retain an independent, nationally recognized investment bank to review the full range of extraordinary transactions available to the Company DALLAS , Sept. 11, 2026 /PRNewswire/ -- Toby R. Neugebauer, with Vicksburg Investments Management LLC and the Melissa A. Neugebauer 2020 Trust (collectively, the "Fermi Founder Parties"), the largest shareholder of Fermi Inc. (Nasdaq: FRMI ) at approximately 22% of shares outstanding, has taken three actions ahead of the Company's October 30 Annual Meeting: a letter to Fermi's Board of Directors sent September 9, followed by a detailed presentation delivered September 10, and a formal shareholder proposal submitted September 10 under SEC Rule 14a-8 requesting that the Board retain an independent, nationally recognized investment bank to review the full range of extraordinary transactions available to the Company. [View the supporting documents in the media kit .]

Fermi shares touched an intraday low of $5.26 in early trading on September 10. Despite the Board's public announcement on August 13 that it had completed all five objectives of its 90-day plan: shares are down roughly 20% since that announcement, 35% since the Board removed the choice of a dual-path strategic process on July 2, and 20% since the Board removed Neugebauer as CEO on April 17. In this week's filings, Neugebauer points to specific gaps behind that market reaction: the Company's 222 MW TensorWave lease represents less than 5% of Fermi's stated 4.8 GW of near-term power opportunity; as of the morning of September 10, the Company had not confirmed the guaranteed agreement it previously said would support that lease, nor that the underlying project financing had been secured; a 2.5% ownership cap in Fermi's charter continues to limit the size of position any single institutional investor can hold; and four months and a search firm later, the Board named one of its own (Lee McIntire) as CEO. The timing was proof there was no outside taker for the role. Intending no disrespect to Lee's career, the Company itself indicated him as only a temporary solution. Counterparties and executive teams considering staking billions on Project Matador rightfully want to know who is running the Company.

"The issue is not simply that Fermi's stock has declined – it's that the stock is only one of many indicators of the lack of confidence that stakeholders have in the Company. When I paused the proxy contest, I had expected the Company to finalize the agreements with the counterparties my team and I had engaged while at the Company on the same terms we had agreed on. I hoped to see the volume of execution increase as opposed to stagnate. The Board and management team have fallen significantly short on the promises they made to the institutional and retail investor communities post my termination, during the proxy contest, and as part of the convertible note offering.

Fermi was capitalized and taken public as something scarce: a private utility with private power, private transmission, and private water, all on a scalable campus, with minimal use of public infrastructure. That makes Project Matador the most extraordinary place to generate AI compute at scale while not taking advantage of citizens in the midst of an AI crisis that is taxing local ratepayers. The problem is that shareholder...