Talk or Fight? Activist Board Entry and Its Impact on Firm Strategic Change
研究了激进董事通过私下和解或代理权争夺进入董事会如何影响公司战略变革，发现私下和解方式带来更多战略变革，且无经验的激进董事在和解条件下效果更显著。
ABSTRACT Research Question/Issue This study examines how the method of activist director board entry—via private settlements or proxy battles—influences their impact on firm strategic change, highlighting the moderating influence of prior activist experience on these entry methods. Research Findings/Insights We find that activist directors appointed via proxy battles lead to less firm strategic change than activist directors appointed through private settlements. Further, we find that under private settlement conditions, activist directors without prior activist experience lead to more strategic change than those with prior activist experience. Under proxy battle conditions, however, we find no significant difference in strategic change between activist directors with and without prior activist experience. Theoretical/Academic Implications Adopting a behavioral perspective, we propose that the situational context of activist board entry shapes how incumbent directors perceive activist appointees through alignment and legitimacy—perceptions that, in turn, influence their receptivity to activist‐driven strategic change. Our findings highlight how these contextual dynamics affect firm strategic change and underscore conditions under which prior activist experience moderates such effects. Practitioner/Policy Implications For activist shareholders, our findings suggest that settlement‐based director appointments result in more strategic change than contested elections. Moreover, nominating directors without prior activist experience may reduce resistance and foster smoother integration within the boardroom under cooperative settlement conditions. These insights can inform campaign strategy, director selection, and engagement protocols during activist negotiations.