09:17 AM EDT, 07/01/2024 (MT Newswires) -- Lifecore Biomedical ( LFCR ) said Monday that it has agreed to appoint four new members to its board under a cooperation agreement with investor group 22NW to avoid a proxy fight.

The pharmaceutical products manufacturer said the new 22NW-nominated directors, Humberto Antunes, Jason Aryeh, Paul Johnson, and Matthew Korenberg, will join immediately after the company's 2023 annual meeting, with Korenberg and Aryeh assigned to specific committees.

The company said the 22NW investor group has indicated that it owns about 12.3% of the company's total outstanding voting securities when converted to shares, according to a filing with the US Securities and Exchange Commission.

Lifecore said the agreement also stipulates that 22NW withdraw its board nominations and special meeting request, as well as the resignation of Nathaniel Calloway as a Series A Board designee.

The board size will adjust before and after the annual meeting, and a proposal for declassifying the board by 2025 will be recommended, the company added.

Lifecore said 22NW and other major stakeholders have entered standstill and support agreements through the company's 2025 annual meeting.