SCHEDULE: Starboard Value Cuts Rogers Corp Stake Below 5%

Activist investor Starboard Value LP and its affiliates have reduced their beneficial ownership in Rogers Corp to below 5% of outstanding shares through recent open market sales.

Summary

• Starboard Value LP and its affiliated reporting persons filed an Amendment No. 2 to their Schedule 13D regarding their investment in Rogers Corp.
• As of January 22, 2026, the reporting persons collectively ceased to beneficially own more than 5% of Rogers Corp's outstanding shares.
• The current aggregate beneficial ownership for the Starboard group is 599,328 shares, representing 3.3% of the 17,984,499 shares outstanding as of October 24, 2025.
• The reduction in stake was achieved through multiple open market sales of common stock by various Starboard entities between January 2, 2026, and January 23, 2026.
• A total of 594,729 shares were sold during this period, with sale prices ranging from $91.8560 to $100.2610 per share.
• The remaining shares beneficially owned by Starboard V&O Fund (317,714 shares), Starboard S LLC (35,901 shares), Starboard L Master (20,710 shares), Starboard X Master (128,595 shares), and the Starboard Value LP Account (96,408 shares) were purchased with working capital.

Sentiment

Score: 3

Explanation: The reduction of a significant activist stake is generally a negative signal for the company's stock, implying a lack of conviction from a previously influential investor. While not a direct commentary on company performance, it can impact investor sentiment negatively.

Negatives

• Activist investor Starboard Value LP and its affiliates have significantly reduced their stake in Rogers Corp, falling below the 5% beneficial ownership threshold.
• The sale of a substantial number of shares by a prominent activist investor could signal a lack of confidence in the company's near-term prospects or strategic direction, potentially impacting market sentiment.

Future Outlook

The filing does not contain specific forward-looking statements or guidance from Rogers Corp management. The actions of Starboard Value LP reflect their investment decisions.

Industry Context

The reduction of a significant stake by an activist investor like Starboard Value LP can sometimes signal a shift in the activist's strategy, either due to achieving their objectives, a change in market conditions, or a re-evaluation of the investment's potential. This action could be viewed by the market as a negative signal for Rogers Corp, especially if Starboard was previously advocating for specific strategic changes or a sale of the company.

Stakeholder Impact

• Shareholders: May experience negative sentiment and potential downward pressure on share price due to the activist investor's reduced stake.
• Management: May face less pressure from Starboard Value LP regarding strategic direction or operational changes, but could also face questions from other investors regarding the activist's exit.

Next Steps

• The filing does not explicitly mention future actions or milestones for Rogers Corp. Starboard Value LP's next steps regarding Rogers Corp are not disclosed, beyond the reduction of their stake.

Key Dates

Recommendation

The significant reduction of an activist stake by Starboard Value LP, falling below the 5% threshold, is a strong negative signal. Activist investors typically divest when they no longer see a clear path to value creation or have lost confidence in the company's strategy or management. This action suggests a lack of conviction and could lead to further downward pressure on the stock as other investors may follow suit or re-evaluate their positions in light of Starboard's exit.

Keywords

Rogers Corp, Starboard Value LP, Schedule 13D/A, Activist Investor, Shareholding Reduction, Common Stock Sales, Beneficial Ownership, SEC Filing, Investment Management