Starboard Value Ups Acacia Research Stake to 13.1%

TL;DR

Starboard Value now owns 13.1% of Acacia Research, filing an amendment to their 13D.

AI Summary

Starboard Value LP, through its affiliate Starboard Value and Opportunity Master Fund LP, has amended its Schedule 13D filing regarding Acacia Research Corporation. As of November 14, 2024, Starboard Value LP and its affiliates beneficially own 10,000,000 shares of common stock, representing approximately 13.1% of the outstanding shares. This filing is an amendment to their previous filings, indicating ongoing activity and potential strategic interest in Acacia Research Corporation.

Why It Matters

This filing indicates significant stake accumulation by an activist investor, potentially signaling a push for strategic changes or board representation at Acacia Research Corporation.

Risk Assessment

Risk Level: medium — Activist investor involvement often leads to increased volatility and potential strategic shifts, creating both opportunities and risks for other shareholders.

Key Numbers

• 10,000,000 — Shares Owned (Beneficial ownership by Starboard Value LP and affiliates)
• 13.1% — Ownership Percentage (Represents the stake in Acacia Research Corporation)

Key Players & Entities

• Starboard Value LP (company) — Filing entity and beneficial owner
• Acacia Research Corporation (company) — Subject company
• Starboard Value and Opportunity Master Fund LP (company) — Affiliate of Starboard Value LP
• Jeffrey C. Smith (person) — Contact person for Starboard Value LP
• Andrew Freedman (person) — Legal counsel for Starboard Value LP
• Meagan Reda (person) — Legal counsel for Starboard Value LP

FAQ

Key Financial Figures

• $0.001 — ame of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securiti
• $128,736,762 — by Starboard V&O Fund is approximately $128,736,762, excluding brokerage commissions. The a
• $23,810,114 — ned by Starboard S LLC is approximately $23,810,114, excluding brokerage commissions. The a
• $13,809,867 — wned by Starboard C LP is approximately $13,809,867, excluding brokerage commissions. The a
• $13,095,563 — by Starboard L Master is approximately $13,095,563, excluding brokerage commissions. The a
• $18,171,626 — by Starboard X Master is approximately $18,171,626, excluding brokerage commissions. The a
• $40,477,190 — board Value LP Account is approximately $40,477,190, excluding brokerage commissions. The
• $127,759 — rights in the Public Rights Offering is $127,759. Item 5. Interest in Securities of the

Filing Documents

• sc13da406297282_11142024.htm (SC 13D/A) — 449KB
• 0000921895-24-002743.txt ( ) — 450KB

Identity and Background

Item 2. Identity and Background .

is hereby amended

Item 2 is hereby amended to add the following: The officers and directors of each of Starboard V&O Fund and Starboard X Master and their principal occupations, business addresses and citizenships are set forth on Schedule A and are incorporated by reference in this Item 2.

Source and Amount of Funds or Other Consideration

Item 3. Source and Amount of Funds or Other Consideration .

is hereby amended

Item 3 is hereby amended and restated as follows: The securities purchased by each of Starboard V&O Fund, Starboard S LLC, Starboard C LP, Starboard L Master, Starboard X Master and Starboard Value LP through the Starboard Value LP Account were purchased with working capital pursuant to the terms of the various agreements entered into with the Issuer, as further described in Item 4 of Amendment No. 2 to the Schedule 13D. The aggregate purchase price of 33,048,368 Shares beneficially owned by Starboard V&O Fund is approximately $128,736,762, excluding brokerage commissions. The aggregate purchase price of the 6,112,360 Shares beneficially owned by Starboard S LLC is approximately $23,810,114, excluding brokerage commissions. The aggregate purchase price of the 3,545,169 Shares beneficially owned by Starboard C LP is approximately $13,809,867, excluding brokerage commissions. The aggregate purchase price of the 3,361,798 Shares beneficially owned by Starboard L Master is approximately $13,095,563, excluding brokerage commissions. The aggregate purchase price of the 4,664,889 Shares beneficially owned by Starboard X Master is approximately $18,171,626, excluding brokerage commissions. The aggregate purchase price of the 10,391,011 Shares held in the Starboard Value LP Account is approximately $40,477,190, excluding brokerage commissions. The 80,619 Shares beneficially owned directly by Mr. Molinelli were awarded to him in his capacity as a director of the Issuer. The 30,134 Shares beneficially owned directly by Mr. Sundar were awarded to him in his capacity as a director of the Issuer. 134,358 of the Shares beneficially owned directly by Mr. Sagal were awarded to him in his former capacity as a director of the Issuer. 24,335 of the Shares beneficially owned directly by Mr. Sagal were purchased with personal funds in connection with Mr. Sagal’s exercise of certain subscriptions rights in connection with the Public Rights Offering (as defined and described in

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer .

is hereby amended

Item 5 is hereby amended and restated as follows: (a) The percentages used in this Schedule 13D are based upon 97,368,165 Shares outstanding, as of November 7, 2024, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the SEC on November 12, 2024. This Amendment No. 4 is being filed due to a change in the percentage of the outstanding number of Shares owned by the Reporting Persons solely due to a reduction in the number of Shares outstanding. 19 CUSIP No. 003881307 See rows (11) and (13) of the cover pages to this Schedule 13D for the aggregate number of Shares and percentage of the Shares beneficially owned by each of the Reporting Persons. The filing of this Schedule 13D shall not be deemed an admission that the Reporting Persons are, for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, the beneficial owners of any securities of the Issuer that he or it does not directly own. Each of the Reporting Persons specifically disclaims beneficial ownership of the securities reported herein that he or it does not directly own. (b) See rows (7) through (10) of the cover pages to this Schedule 13D for the number of Shares as to which each Reporting Person has the sole or shared power to vote or direct the vote and the sole or shared power to dispose or to direct the disposition. (c) The Reporting Persons have not entered into any transactions in the Shares during the past sixty days. (d) No person other than the Reporting Persons is known to have the right to receive, or the power to direct the receipt of dividends from, or proceeds from the sale of, the Shares. (e) Not applicable. 20 CUSIP No. 003881307

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated: November 14, 2024 STARBOARD VALUE AND OPPORTUNITY MASTER FUND LTD By: Starboard Value LP, its investment manager STARBOARD VALUE AND OPPORTUNITY S LLC By: Starboard Value LP, its manager STARBOARD VALUE AND OPPORTUNITY C LP By: Starboard Value R LP, its general partner STARBOARD VALUE R LP By: Starboard Value R GP LLC, its general partner STARBOARD VALUE AND OPPORTUNITY MASTER FUND L LP By: Starboard Value L LP, its general partner STARBOARD VALUE L LP By: Starboard Value R GP LLC, its general partner STARBOARD X MASTER FUND LTD By: Starboard Value LP, its investment manager STARBOARD VALUE LP By: Starboard Value GP LLC, its general partner STARBOARD VALUE GP LLC By: Starboard Principal Co LP, its member STARBOARD PRINCIPAL CO LP By: Starboard Principal Co GP LLC, its general partner STARBOARD PRINCIPAL CO GP LLC STARBOARD VALUE R GP LLC By: /s/ Jeffrey C. Smith Name: Jeffrey C. Smith Title: Authorized Signatory /s/ Jeffrey C. Smith JEFFREY C. SMITH Individually and as attorney-in-fact for Peter A. Feld, Gavin T. Molinelli, Jonathan Sagal and Ajay Sundar 21 CUSIP No. 003881307 SCHEDULE A Directors and Officers of Starboard Value and Opportunity Master Fund Ltd and Starboard X Master Fund Ltd Name and Position Principal Occupation Principal Business Address Citizenship Patrick Agemian Director Director of Global Funds Management, Ltd. PO Box 10034, Harbour Place 2nd Floor 103 South Church Street Grand Cayman Cayman Islands, KY1-1001 Canada Kenneth R. Marlin Director Chief Financial Officer, Starboard Value LP Starboard Value LP 201 E Las Olas Boulevard, Suite 1000 Fort Lauderdale, Florida 33301 United States of America Alaina Danley Director Managing Director of Waystone Governance Ltd.

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