What was changed
Third Point took a 6% stake in Bath & Body Works and filed its position in December, criticizing the retailer's high costs, capital spending and executive pay while pressing for consumer-industry expertise on the board.
Under the pressure, Bath & Body Works added Lucy Brady, a Conagra executive, in February, then Hershey CFO Steve Voskuil, and in early March named Thomas Kuhn, a veteran financial executive recommended by Third Point, as its third newcomer in three weeks, expanding the board to 13.
Third Point, which had been laying the groundwork for a proxy fight after its preferred candidate was rejected, said it would not nominate directors for 2023 once Kuhn joined, ending the confrontation. Chairman Sarah Nash said the board was focused on maximizing shareholder value.
What it achieved
Three new directors in three weeks, including Third Point-recommended Thomas Kuhn; Third Point then dropped plans to nominate directors in 2023.
Why it worked
Third Point pushed for operating and consumer expertise, not activist insiders.
Each director appointment reduced the credibility of a proxy threat.
Kuhn's addition gave Loeb a face-saving reason to stand down.
What can be applied
A hedge fund that names experienced operators, not its own partners, can get the board seats it wants without a proxy fight — if the company keeps adding them.
Aftermath
Bath & Body Works continued under new CEO Gina Boswell, a Unilever veteran hired in 2022, with a board reshaped by the confrontation. Loeb's criticisms of capital allocation and executive pay set the agenda for the retailer's cost discipline in 2023 and beyond.
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