5 of 8 directors will be 80 years old or over within the year
Restore the Shine
to
Medallion Financial
You need an ally at Medallion
Vote FOR BIMIZCI's director nominees
If you held stock on April 13, 2026 you can vote, even if you've since sold
Dear Fellow Stockholder,
We are MFIN’s 4th largest institutional stockholder with 407,000 shares. We also own $15 million (par value) of MFIN’s preferred securities. We are here because we want our investment to increase in value. Medallion, as-is, can’t deliver. Change is absolutely necessary. Now.
Technology is transforming consumer lending in real time. It will be very disruptive, and companies that don’t adapt will struggle or die. The consumer outlook is getting cloudier. Sub-par operations for a lender are not an option.
MFIN’s current board just isn’t built for this moment. 5 of 8 directors will soon be over 80, including 2 over 85, and 3 of 8 are family members. Five months after MFIN’s then-President agreed to permanent federal injunctions against future securities law violations, MFIN’s board promoted him to CEO.
We will show you how MFIN has underperformed. Why its valuation multiples are so low. And how our three independent board nominees, if elected by you, will deliver the change MFIN needs.
Thank you for your support.
Medallion has underperformed
0
x
Price/Tangible Book
Avg. 0.93x over the last 4 quarters, well below 1.20x for similar-sized bank lenders
0 , 0 , 0
MFIN stock returns
−17% YTD, −2% in 1 year, −52% down from the post-GFC peak (4Q13)
0 %
Recreation Charge-offs
Annual charge-offs in 2025. Highest since 2010. Recreation is 63% of all loans
0 %
Non-Performing Commercial Loans
Contributed to a $73.5 million SBA loan default
0 %
Est. earnings decline
S&P consensus analyst estimates for 2026 versus 2025 actual earnings
$
0
million
Paid to MFIN executives
From 2018-2025. $17 million more than stock dividends/buybacks
… MFIN and its CEO are under permanent federal injunctions
… and MFIN stock has badly lagged the indexes
Compare with:
All series normalized to 100 at the start of the selected period.
MFIN
Russell 2000
S&P 500
KBW Bank Index
Medallion's current board is not equipped to create value
The board has entrenched itself and has not held management accountable
Medallion’s Current Board
5 of 8 directors will be 80 years old or over within the year
Board agreed to pay $20 million to 2 directors (the Mursteins) if Medallion is sold
CEO/director has a judgment against him connected to an SEC fraud lawsuit
Directors have an 18 year avg. tenure on Medallion’s or an affiliate’s board.
The lead “independent” director has been with Medallion for 23 years
Agreed to pay Alvin Murstein $3.4 million if they did not renominate him to the board
Classified board means only 2 or 3 directors can be replaced annually
3 of 8 directors are Murstein family members
Medallion's current board is not equipped to create value
The board has entrenched itself and has not held management accountable
Medallion’s Current Board
Board agreed to pay $20 million to 2 directors (the Mursteins) if Medallion is sold
CEO/director has a judgment against him connected to an SEC fraud lawsuit
Directors have an 18 year avg. tenure on Medallion’s or an affiliate’s board.
The lead “independent” director has been with Medallion for 23 years
Agreed to pay Alvin Murstein $3.4 million if they did not renominate him to the board
Classified board means only 2 or 3 directors can be replaced annually
3 of 8 directors are Murstein family members
We have a plan to increase stockholder value
Improve Governance
Focus on Technology
Operational Efficiency
Diversify Revenues
Capital Allocation
Regulatory Relationships
- Adopt a mandatory retirement age and term limits of less than 10 years for directors
- Declassify the board so all directors are held accountable by stockholders every year
- Create a Technology Committee to systematically plan out what MFIN must do to compete in the near- and long-term
- Reduce family representation on the Board to no more than one Murstein and install a Lead Independent Director with no prior service on any Medallion entity
- Reduce the 75% supermajority threshold for stockholder-initiated bylaw amendments and director removal to a simple majority
- Bring in an impartial 3rd party to investigate prior, material governance lapses to reassure investors
- Ensure the prior compensation clawback policy for detrimental conduct is re-installed and that the code of ethical conduct is applied consistently
Meet our three independent nominees for the board of Medallion
Technology &
Governance
Governance
Eric Kelly
Medallion needs a tech-first, AI-native/enabled consumer finance platform. The current Board has no technology operator to build one. Eric Kelly has been Chairman and CEO of two NASDAQ-listed technology companies and sits today on the Technology Committee of Sabre Corporation and the Audit and Risk Committee of Guardian Life, a Fortune 500 mutual insurer.
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Governance &
Strategy
Strategy
John Kiernan
Medallion needs strategic transformation, not incremental adjustment, and must make tough choices. John Kiernan has executed exactly that. As CEO of Alico, he led the pivot from a six-decade legacy citrus producer to a diversified land company, delivering approximately 41% total stockholder return in calendar 2025. He is also an NACD-Certified Director and a former independent director of a NASDAQ-listed community bank.
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Risk Assessment &
Finance
Finance
Tim Shanahan
Medallion has a history of major valuation and credit lapses, one of which led to $270 million in net charge-offs. The Board needs a director with senior risk-assessment and financial-diligence expertise. Tim Shanahan has spent his career as a trusted advisor finding the financial problems others have missed. He has led pivotal, strategic transformations and run global operations as a CFO.
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MFIN insiders own 29% of the stock, retail own 30%, institutions own 40%
— we have a clear path to victory
8, 2, 5
$8 billion in assets, $2 billion market cap, in less than 5 years
We think these goals are achievable and would result in strong stockholder returns
MFIN could achieve this with the right board, the right leadership and the right institutional support
Yet MFIN stock was down 17% YTD
This is the opposite of the overall market which is showing strength despite facing headwinds
The numbers explain Medallion's poor valuation
MFIN Stock Price and Price/TBV
Medallion's P/TBV has remained low. It anomalously rose in 2020 when losses dropped TBV to $30 million. For the last 5 quarters, it has remained below 1.0x — a signal of stress.
Stock Price ($)
Price / TBV (multiple)
Total Shareholder Returns
Returns to stockholders including dividends. MFIN trails its self-selected proxy peers, Russell 2000, and Regional Bank returns over nearly every period.
MFIN
2026 Proxy Peers
Russell 2000
KRE Bank Index
| 1Y | 5% | 23% | 44% | 31% |
| 3Y | 64% | 95% | 65% | 84% |
| 5Y | 26% | 82% | 31% | 17% |
| 10Y | 48% | 276% | 182% | 122% |
| 15Y | 83% | 411% | 297% | 267% |
MFIN Executive Compensation
Annual pay and potential change-in-control severance to the 5 highest paid executives. If MFIN was sold, executives could be owed $28 million in CIC payments - more than 10% of MFIN's market cap.
Mursteins
Other Executives
MFIN Recreation Loan Deterioration
Recreation loan portfolio asset quality and subprime exposure over the past 8 years show a huge increase in risk, and decrease in credit quality over the last 5 years.
30-89 Days Past Due
Charge-offs
“the first guy through the wall, he always gets bloody. Always. It’s the threat of not just the way of doing business... Really what it’s threatening is their livelihoods, it’s threatening their jobs, it’s threatening the way that they do things. And every time that happens... the people who are holding the reins, they have their hands on the switch. They go... crazy.”
— Moneyball (2011), John Henry to Billy Beane.
“Adapt or perish, now as ever, is nature’s inexorable imperative.”
— H.G. Wells, Mind at the End of Its Tether (1945)