Cannae Holdings Files Definitive Proxy Materials

TL;DR

Cannae Holdings filed proxy docs, shareholders vote soon.

AI Summary

Cannae Holdings, Inc. filed a DEFA14A on November 17, 2025, indicating it is a definitive additional material filing. The company, operating in the retail eating and drinking places sector, is based in Las Vegas, NV, with its fiscal year ending on December 31st. The filing pertains to its proxy statement under Section 14(a) of the Securities Exchange Act of 1934.

Why It Matters

This filing is a proxy statement, which means shareholders will be asked to vote on important company matters, potentially impacting corporate governance and future strategy.

Risk Assessment

Risk Level: low — This is a routine filing for a proxy statement and does not inherently indicate new risks.

Key Players & Entities

• Cannae Holdings, Inc. (company) — Registrant
• 702-323-7334 (phone_number) — Business Phone
• DEFA14A (document_type) — Filing Type
• 1934 Act (regulation) — SEC Act

FAQ

Filing Documents

• d948295ddefa14a.htm (DEFA14A) — 17KB
• g948295g01a01.jpg (GRAPHIC) — 154KB
• g948295g60i92.jpg (GRAPHIC) — 214KB
• 0001193125-25-284587.txt ( ) — 524KB

From the Filing

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Securities Exchange Act of 1934 Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material under 240.14a-12 Cannae Holdings, Inc. (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check all boxes that apply): No fee required Fee paid previously with preliminary materials Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 CANNAE HOLDINGS, INC. A History of Victory A Culture of Performance About Cannae Press Room Stock Information Financials Corporate Governance Sustainability IR Resources Shareholder Letters and Press Releases Letter to Shareholders, 11/13/25 Cannae Holdings, Inc. Urges Shareholders to Support Its Director Nominees at December 12 Annual Meeting November 13, 2025 ~ Cannae's Nominees Possess Superior Experience Across Critical Areas ~ ~ Carronade's Short-Term Agenda Threatens to Derail Cannae's Strategy to Create Long-Term Value ~ ~ Urges Shareholders to Vote on WHITE Proxy Card "FOR" ONLY Erika Meinhardt, Barry B. Moullet, James B. Stallings, Jr., and Frank P. Willey ~ LAS VEGAS--(BUSINESS WIRE)--Nov. 13, 2025-- Cannae Holdings, Inc. (NYSE: CNNE) ("Cannae") today reminded shareholders to protect the value of their investment by voting ahead of the 2025 Annual Meeting of Shareholders (the "Annual Meeting"), which will be held on December 12, 2025. All Cannae shareholders of record as of the close of business on October 30, 2025, will be entitled to vote at the Annual Meeting. We urge you to vote "FOR" ONLY Cannae's four highly qualified director nominees, Erika Meinhardt, Barry B. Moullet, James B. Stallings, Jr., and Frank P. Willey, on the WHITE proxy card. Cannae's Board of Directors also issued the following letter to shareholders. Dear Fellow Shareholder, Over the past 21 months, Cannae has executed a focused transformation to build durable, long-term value. We strengthened independent oversight and sharpened capital discipline by appointing an independent Chairman, refreshing our Board with three new independent directors, initiating Board declassification, strengthening pay-for-performance alignment, expanding independent oversight on our Corporate Governance and Nominating Committee and Related Person Transaction Committee, and internalizing the management structure, which reduced costs by 81% to better align incentives with shareholders. Why Your Vote Matters Now: Carronade Capital, a hedge fund focused on distressed debt, is seeking to replace four of Cannae's highly qualified, independent directors with a slate whose experience is concentrated primarily in distressed debt and restructuring. This campaign threatens to derail Cannae's focus on delivering long-term value by imposing a short-term agenda (a spin-off of our public holdings). The Carronade nominees' experience is irrelevant not just to Cannae, which is not distressed or in need of restructuring, but to its portfolio companies as well. The Carronade nominees do not have the needed operational experience to guide our investments and portfolio companies. Cannae is focused on optimizing returns and driving operational improvements at its investments – a strategy that requires direct industry and operational experience, disciplined capital allocation, and robust governance. We believe our four nominees, Erika Meinhardt, Barry B. Moullet, James B. Stallings, Jr., and Frank P. Willey, bring the right mix of experience in portfolio management, operations, technology/cyber, legal and risk management, and governance to oversee our strategy. We urge you to vote "FOR" ONLY Cannae's four highly qualified director nominees, Erika Meinhardt, Barry B. Moullet, James B. Stallings, Jr., and Frank P. Willey, on the WHITE proxy card. We detail below how Cannae's director nominees are far superior to Carronade's candidates. Why Cannae's Nominees are the Right Fit Since February 2024, Cannae has thoughtfully refreshed your Board with the right mix of skills to oversee our complex investment portfolio. Our refreshment process focused on having the optimal balance of: Investment acumen to source and manage proprietary private investments Operational leadership to guide portfolio companies and optimize performance Governance and risk oversight to protect shareholder interests As part of this refreshment, the Board appointed three highly qualified independent directors —Douglas Ammerman, William Royan, and Woodrow Tyler — who bring deep investment management, corporate governance, and financial oversight experience. These actions demonstrate our co

View Full Filing

View this DEFA14A filing on SEC EDGAR