Chapter 19 - Vivian loses the executive job
The special committee issued findings.
Not every allegation sustained.
Finding one:
Vivian deliberately orchestrated a foreseeable child conflict to provoke Everett into publicly observable anger.
Sustained.
Finding two:
Vivian directed Madeline to physically assault Isla.
Partially sustained.
She instructed chair-pushing/physical displacement but not cake assault or injury.
Finding three:
Vivian preplanned use of resulting conflict to invoke executive conduct provisions.
Sustained.
Finding four:
Vivian conspired with Stonebridge to seize control.
Not sustained.
Stonebridge rejected manufactured-cause strategy.
Finding five:
Vivian attempted to force discounted transfer of Everett’s unrestricted founder shares.
Not sustained as a completed act.
She prepared a proposal but lacked authority.
Finding six:
Vivian misused company resources and investor relationships for personal leverage.
Sustained.
Then employment.
Board terminated Vivian as Chief Brand and Growth Officer for cause under her employment agreement.
Could that automatically force sale of all her 6.5%?
No.
Her fully vested purchased shares remained hers.
Some unvested incentive options:
Forfeited under plan.
Restricted incentive shares subject to company call right:
1.2% equivalent.
Repurchase at fair-market value under current plan, not punitive zero.
A valuation process began.
Vivian remained shareholder with roughly 5.3% after resolution.
No corporate exile.
No confiscation.
Then board seat?
She did not personally hold one.
Her influence diminished.
Then my role.
I stayed CEO under governance reforms.
No bonus for surviving.
No expanded control.
Independent lead director remained.
Good.
Then Marwick.
Financing committee confirmed leadership stability.
Closing rescheduled.
Still not done.
The company had lost:
Time.
Fees.
Confidence.
May you like
The damages question remained.
Who pays for that?
