Activist BIMIZCI Seeks Three Board Seats at Medallion Financial

BIMIZCI Fund LLC and affiliated holders are soliciting proxies to elect three independent director nominees to Medallion Financial Corp.'s board.

Rhea-AI Filing Summary

BIMIZCI Fund LLC and affiliated holders are soliciting proxies to elect three independent director nominees to Medallion Financial Corp.'s board. BIMIZCI states it holds 500,205 shares of common stock as of May 26, 2026 and $15,000,000 par value of the company's trust preferred securities. The group filed a definitive proxy statement on May 8, 2026 and is asking stockholders to vote via its website ahead of the June 9, 2026 annual meeting.

Insights

Corporate Governance Specialist

Activist group nominates three directors and solicits proxies ahead of the annual meeting.

BIMIZCI has nominated Eric Kelly, John Kiernan, and Timothy Shanahan and is distributing proxy materials and a BLUE proxy card for the June 9, 2026 meeting. The filing references a public activist website comparing executive compensation with market capitalization.

The outcome depends on stockholder turnout and vote alignment; subsequent filings and the company's response will clarify contested ballot mechanics and any negotiated settlements.

Activist Investor Analyst

BIMIZCI shows a meaningful stake and coordinated solicitation to replace directors.

The group reports holding 500,205 shares and $15,000,000 par of trust preferred securities, and is using digital outreach (www.restoretheshine.com) and a proxy solicitor to solicit votes. The materials stress executive compensation relative to market gains.

Key near‑term items to watch are company proxy responses, vote instructions from brokers, and any settlement discussions disclosed in follow-up filings.

Key Figures

Shares held: 500,205 shares Trust preferred securities: $15,000,000 par value Director nominees: 3 nominees +2 more

5 metrics

Shares held 500,205 shares holding as of <date>May 26, 2026</date>

Trust preferred securities <money>$15,000,000</money> par value BIMIZCI ownership stated in the proxy excerpt

Director nominees 3 nominees Eric Kelly, John Kiernan, Timothy Shanahan for Class III seats

Annual meeting date <date>June 9, 2026</date> Company annual meeting where nominees will be voted on

Definitive proxy filing <date>May 8, 2026</date> BIMIZCI filed a definitive proxy statement on this date

Key Terms

proxy card, trust preferred securities, solicit proxies, definitive proxy statement

4 terms

proxy card regulatory

"BIMIZCI is soliciting proxies on its BLUE proxy card in support of its three independent director nominees"

A proxy card is a document that allows shareholders to give someone else the authority to vote on their behalf at a company’s meeting. Think of it as a permission slip that ensures a shareholder’s interests are represented even if they cannot attend in person. For investors, proxy cards are important because they influence company decisions and governance, giving them a way to participate indirectly.

trust preferred securities financial

"and also owns $15 million par value of the Company's trust preferred securities"

Trust preferred securities are a hybrid investment that blends features of bonds and stocks: an issuing company places assets into a separate trust which sells these securities and passes regular payments to holders much like bond interest. They can behave like equity for regulatory or accounting purposes while still offering a fixed-income stream, so they matter to investors because they carry higher income than plain bonds but also higher risk and potential sensitivity to issuer capital and credit moves.

solicit proxies regulatory

"BIMIZCI is soliciting proxies on its BLUE proxy card in support of its three independent director nominees"

definitive proxy statement regulatory

"BIMIZCI filed a definitive proxy statement under cover of Schedule 14A on May 8, 2026"

A Definitive Proxy Statement is a detailed document that a company sends to its shareholders before a big meeting, like voting on important decisions. It explains what's being voted on and gives important information so shareholders can make informed choices. It matters because it helps shareholders understand and participate in key company decisions.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What is BIMIZCI asking Medallion Financial (MFIN) shareholders to do?

They are asking shareholders to vote for three director nominees on a BLUE proxy card. BIMIZCI provides voting instructions at https://restoretheshine.com/vote and uses Sodali & Co LLC as its proxy solicitor to collect votes for the June 9, 2026 annual meeting.

How large is BIMIZCI’s stake in Medallion Financial (MFIN)?

BIMIZCI reports holding 500,205 shares of common stock as of May 26, 2026. The filing also states BIMIZCI holds $15,000,000 par value of the company’s trust preferred securities; no ownership percentage is provided in the excerpt.

Who are BIMIZCI’s director nominees for MFIN’s board?

They have nominated Eric Kelly, John Kiernan, and Timothy Shanahan. BIMIZCI filed a definitive proxy statement on May 8, 2026 and is soliciting votes in support of these three nominees for election as Class III directors at the June 9, 2026 meeting.

Where can shareholders obtain BIMIZCI’s proxy materials for MFIN?

Shareholders can obtain free copies at the SEC website. The filing directs readers to www.sec.gov for the definitive proxy statement and proxy card and provides contact details for Sodali & Co LLC to request materials by phone or email.

What public outreach has BIMIZCI used in this solicitation?

BIMIZCI updated an activist website at www.restoretheshine.com highlighting executive compensation versus market capitalization and directing shareholders to vote online; the filing also references distribution of a definitive proxy statement and use of a proxy solicitor.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/26/2026 - 07:00 PM EDT Learn about SEC filing dates

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934 (Amendment No.   )

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 Pursuant to §240.14a-12
MEDALLION FINANCIAL CORP.
(Name of Registrant as Specified In Its Charter)
BIMIZCI Fund LLC Warnke Investments LLC ZimCal Asset Management LLC Stephen Hodges Eric Kelly John Kiernan Timothy Shanahan
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
-with copies to-
			Peter D. Fetzer Foley & Lardner LLP 777 East Wisconsin Avenue Suite 3800 Milwaukee, WI  53202-5306 (414) 297-5596
Payment of Filing Fee (Check the appropriate box):
☒		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.

BIMIZCI FUND LLC

BIMIZCI Makes Addition to Activist Website www.restoretheshine.com

BIMIZCI Fund LLC, together with Warnke Investments LLC, ZimCal Asset Management LLC, and Stephen Hodges (collectively, "BIMIZCI"), recently updated its activist website highlighting the critical need for change at Medallion Financial.

The update compares the cumulative compensation for MFIN’s executive compensation compared to the increase in market capitalization and shows how executives continue to benefit at the expense of stockholders.   The update can be viewed at www.restoretheshine.com.

BIMIZCI is currently MFIN’s 4th largest institutional stockholder in Medallion Financial, holding 500,205 shares of common stock (as of May 26, 2026), and also owns $15 million par value of the Company's trust preferred securities. BIMIZCI is soliciting proxies on its BLUE proxy card in support of its three independent director nominees, Eric Kelly, John Kiernan, and Timothy Shanahan, for election as Class III directors at the Company's June 9, 2026 Annual Meeting. Stockholders are directed to vote at https://restoretheshine.com/vote and to BIMIZCI's proxy solicitor, Sodali & Co LLC.

Important Information

BIMIZCI Fund LLC, Warnke Investments LLC, ZimCal Asset Management LLC, and Stephen Hodges (collectively, “BIMIZCI”) have nominated individuals as nominees to the board of directors of Medallion Financial Corp. (the “Company”) and intend to solicit votes for the election of those individuals, Eric Kelly, John Kiernan, and Timothy Shanahan as members of the Company’s board of directors (the “Nominees”).  BIMIZCI will send a definitive proxy statement, proxy card and related proxy materials to shareholders of the Company seeking their support of the Nominees at the Company’s 2026 annual meeting of stockholders.  Stockholders are urged to read the definitive proxy statement and proxy card because they contain important information about the Nominees, the Company and related matters.  Shareholders may obtain a free copy of the definitive proxy statement and proxy card and other documents filed by BIMIZCI with the Securities and Exchange Commission (“SEC”) at the SEC’s web site at www.sec.gov.  Shareholders may also direct a request to Sodali & Co LLC, our proxy solicitor, by calling (800) 662-5200, or banks and brokers can call collect at (203) 658-9400, or by emailing zimcal@info.sodali.com.

Participants in Solicitation

The following persons are participants in the solicitation by BIMIZCI: BIMIZCI Fund LLC, Warnke Investments LLC, ZimCal Asset Management LLC, Stephen Hodges, Eric Kelly, John Kiernan, and Timothy Shanahan.  The participants may have interests in the solicitation, including as a result of holding shares of the Company’s common stock. BIMIZCI filed a definitive proxy statement under cover of Schedule 14A on May 8, 2026 (the “Definitive Proxy Statement”). Information regarding the participants and their interests is contained in the Definitive Proxy Statement.

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