Dive Brief:
- Private investment firm Eminence Capital on Friday morning launched a “public campaign” against Graphic Packaging International’s board, calling for the reinstatement of recently fired CEO Mike Doss. This follows a Dec. 15 letter in which Eminence demanded GPI’s board schedule a meeting with them by close of business on Thursday to discuss the matter, or else the minority shareholder would launch a campaign to hold the board accountable.
- Eminence is also calling for GPI’s board chair, Philip Martens, to resign amid alleged mismanagement of the CEO transition as well as other accusations, such as “eyebrow-raising stock sales” shortly before Doss’ ouster.
- GPI issued a statement Friday morning in response to Eminence’s action, saying it appreciates stakeholders’ views and is confident in Robbert Rietbroek’s ability to help GPI “accelerate execution of our value creation initiatives” once he assumes the CEO role on Jan. 1, 2026. “We look forward to an ongoing dialogue with all our shareholders, including Eminence Capital,” the statement says.
Dive Insight:
Graphic Packaging International announced a series of changes on Dec. 8, including that Doss would end his 10-year stint as CEO on Dec. 31, and Rietbroek would assume the role Jan. 1. The company did not offer reasons for Doss’ departure.
Eminence said in its letter to the board that Doss “is a high-integrity executive held in high regard by customers, shareholders, and competitors alike; and he is beloved internally.” It went on to say: “In our 30+ years of investing alongside more than 1000 public company CEOs, Mike ranks among the very best. We are perplexed as to why the Board would consider replacing him with an industry outsider with a checkered track record.”
Last week, Eminence reportedly spoke with GPI Chair Martens about the rationale for terminating Doss, but the shareholder’s letter claims no reasons were credible. The letter says Martens reportedly indicated the need for a different type of leader as the company transitions from an investment-led cycle to a harvesting cycle, but failed to adequately explain why Doss’ skills didn’t match up. Martens reportedly said Rietbroek’s CPG background makes him better suited to utlilize the added capacity at GPI’s recycled paperboard mill in Waco, Texas, which began operations in October.
Eminence contends that consolidating production from three closed mills into Waco as the latter ramps up operations requires steady, experienced leadership, as does navigating “a challenging supply-demand cycle.” Rietbroek “has no experience running an operation as complex and dynamic as [GPI] and putting the Company in his hands is a monumental mistake,” the letter says.
The company “made a critical error in unjustifiably removing Mike Doss, a high-integrity, respected leader who transformed the Company into an industry powerhouse,” said Ricky Sandler, Eminence's CEO and chief investment officer, in a statement. Replacing Doss with an “untested, unproven outsider” who was recently fired “reflects a broken Board that oversaw a rushed and deeply flawed transition process.”
Eminence said in the letter that newly named CEO Rietbroek had only served as a public company chief executive once and it was an “unmitigated disaster” that ended in his firing a few weeks ago. Last month, Primo Brands abruptly announced in a securities filing that Rietbroek would leave after roughly a year as CEO.
Primo Brands was created in November 2024 via the merger of Primo Water Corp. and an affiliate of Blue Triton Brands, and Rietbroek assumed the CEO position at that time. Previously, he held leadership roles at Quaker Foods North America, owned by PepsiCo; PepsiCo Australia and New Zealand; and Kimberly-Clark’s baby and child care business in Australia, New Zealand and the Pacific Islands.
Eminence pointed out in its letter to the GPI board that Rietbroek was named as a defendant in a class action lawsuit that shareholders filed in November against Primo Brands and certain company executives. The suit claims Rietbroek and others mismanaged the merger, plus he made post-merger comments during an August 2025 earnings call about rapid facility closures and headcount reductions. These actions contributed to company stock plummeting in value by roughly 45% from August to November 2025, the lawsuit says.
Eminence, which says it owns about 10.9 million GPI shares, or approximately 4.2%, also cited the recent departure of GPI CFO Stephen Scherger as a “profound governance failure” by the company’s board. Scherger, who left to become CFO at Amcor last month, was “highly respected,” according to Eminence. The shareholder’s letter notes a CEO change so soon after a CFO transition “introduces unacceptable risk to the C-suite, which is entirely within the Board's control.” It specifically blames Board Chair Martens for both Doss’ and Scherger’s departures.
“We are convinced that Phil has aimed to undermine Mike's credibility with the Board and orchestrate his removal as CEO. We also worry that Phil played a role in the recent departure of [GPI’s] world class CFO making his presence on the Board even more toxic,” the letter says. “We cannot stand idly by while Phil's agenda jeopardizes shareholder value.”
Further, the letter says Martens’ “decision to sell more than 70% of his shareholding in early August should raise concern.” Eminence contends that this sale occurring days before GPI announced in August the departure of board member Dean Scarborough, and months prior to the CEO and CFO departures, raises the question of what insider information Martens might have had and potentially acted on.
Eminence says Graphic Packaging International now faces a “self-inflicted crisis” that Martens and the rest of the board members created.
“It is our view that every director at [GPI] bears responsibility for the incredible governance failure occurring at the Company. Directors cannot allow one man to command this much power nor allow the Board to make such objectively bad decisions,” the letter says.
It consequently called for Martens’ resignation and Doss’ immediate reinstatement. The Dec. 15 letter also requested a meeting with the board, giving the Dec. 18 deadline for scheduling the discussion. “Should our demands not be met, we will not hesitate to initiate a very public and active campaign to hold all the directors on this Board accountable,” it says.
Eminence declined to provide comments beyond its news release and letter to the GPI board, including about what happens next with its public campaign.
