IMKTA News & Events

Summer Road, the beneficial owner of approximately 3% of the outstanding shares of Class A common stock of Ingles Markets, announced that all three independent proxy advisory firms, Institutional Shareholder Services, or ISS, Glass, Lewis & Co., and Egan-Jones Ratings Company, have recommended shareholders vote for the election of Summer Road nominee Rory A. Held to Ingles' Board of Directors at the 2026 Annual Meeting of Shareholders. Summer Road commented: "All three independent proxy advisors unanimously believe that shareholders should support boardroom change to restore investor transparency and drive long-term value. The proxy advisors' respective reports highlight many of the issues raised by our campaign, including Ingles' deficient disclosure, trailing shareholder returns, persistent operational underperformance and record of functioning like a privately held enterprise to the detriment of Class A shareholders. They have also taken note of the Company's efforts to deceive the public, including by altering its peer group to artificially make its performance look better. We encourage shareholders to heed all three experts' recommendations by electing Mr. Held to ensure that Class A shareholders finally have legitimate, independent representation on Ingles' Board."

Summer Road issued the following statement in response to Ingles Markets, Incorporated's repeated dishonest and misleading public statements. "The company's daily, disjointed attacks on Summer Road should make shareholders question the judgment of the incumbent Board and its vehement opposition to the election of a truly independent Class A shareholder voice. To suggest that Rory A. Held, due to being a trustee of Summer Road's family office client, would be prohibited from acting in the best interest of Ingles shareholders demonstrates the Board's complete lack of understanding of public company governance. Mr. Held has been entrusted as a fiduciary for multiple families (not just clients of Summer Road) because of his financial acumen, sound judgment and personal integrity. The fact that multiple families place their long-term financial security in Mr. Held's hands is a powerful testament to the credibility and independent thinking he would bring to the Ingles boardroom. To be clear, if elected to the Board, Mr. Held - who personally owns more Ingles stock than all the 'independent' Board members combined, directly aligning his interests with shareholders - would owe a fiduciary duty to all Ingles shareholders that legally supersedes any other obligation. Using the Company's faulty logic and misunderstanding of corporate governance, Chairman Robert P. Ingle, II should be disqualified from serving as a director given that he is a trustee for Ingle family trusts. The Board's smear and distraction campaign does nothing to address the facts of Ingles' lagging shareholder returns, deficient disclosure, lack of boardroom accountability, operational underperformance and disastrous capital allocation. We encourage shareholders to elect Mr. Held to ensure that Class A shareholders finally have true independent representation on Ingles' Board."

Ingles Markets issued a statement in response to "misleading claims" made by Summer Road in its presentation published April 6, 2026 regarding Ingles' real estate portfolio. The company said, "Summer Road has a fundamentally flawed understanding of Ingles' real estate portfolio. Further, the strategy it is proposing in connection with its attempt to nominate Sackler representative Rory Held to the Ingles Board of Directors is based on incorrect assumptions and is potentially value destructive. For grocers broadly, owned real estate is one of the most important drivers of long-term value. For Ingles in particular, strategic ownership of assets provides competitive value creation advantages, including operational control and growth opportunities...At this pivotal moment for Ingles, shareholders face a clear choice between strengthening the Board with independent highly qualified director candidates, who are committed to long-term value creation - OR - risking reputational harm and potential value destruction driven by a Sackler-affiliated agenda that we believe prioritizes short-term financial gain over sustainable growth. We urge you - protect your investment by voting "FOR" only Rebekah Lowe and Dwight Jacobs on the WHITE proxy card today."

Ingles Markets mailed a letter to shareholders in connection with its upcoming Annual Meeting of Shareholders scheduled to be held on April 30, 2026. "Ingles Markets' 2026 Annual Meeting of Shareholders is rapidly approaching, and your vote is critical to the future of the Company. As you may be aware, Summer Road LLC, an investment vehicle for the notorious Sackler family, has put forward its employee, Rory Held, as a director nominee. Summer Road has tried to hide that it is controlled by members of the Sackler family and was formed solely to benefit their interests. This is the same Sackler family whose company, Purdue Pharma, fueled the opioid epidemic... To ensure we can continue delivering significant, enduring value for you, it is critical that you vote TODAY "FOR" Rebekah Lowe and Dwight Jacobs on the WHITE proxy card... The decision to nominate Rebekah Lowe and Dwight Jacobs as director candidates follows a robust process to identify individuals who can support Ingles' continued success and who share the values that have underpinned this success since Ingles' founding. They are highly qualified, independent thinkers with skills and experience to advance the Company's strategy... We did not seek this proxy contest, and in fact tried to avoid it. We told the Sacklers' Summer Road that the Board was open to appointing a new, independent, qualified director. We committed to working with them to identify such a person but stated firmly - Rory Held or anyone else connected to the Sacklers would be unacceptable. Summer Road rejected all of Ingles' offers, demanding only Rory Held. Their refusal to reach a reasonable resolution is one of many reasons why we strongly believe Summer Road and Rory Held are looking out for the Sacklers' personal interests, not the interests of all Ingles shareholders."