Cheng Lu back as TuSimple CEO

Cheng Lu, who was ousted in March in an unannounced succession plan as CEO of autonomous truck developer TuSimple, is returning to his former role effective immediately, and the company’s co-founders have ousted the board’s four independent directors, per a belated filing the Securities and Exchange Commission revealed Thursday.

The boardroom drama left TuSimple in violation of Nasdaq listing rules and required a majority of independent directors. The company said it would return to compliance before delisting its shares.

Co-founder Xiaodi Hou, who was fired as CEO and chairman on October 30, and co-founder Mo Chen, formerly executive chairman, pooled their voting rights as the startup’s largest shareholders, around chairman Brad Buss and three other independent directors – Karen Francis, Michelle Sterling and Reed Werner – from the board. That left only Hou, who appointed Chen and Lu to board seats on Thursday.

“Nothing new [board] Committee assignments were made, including for the government security committee,” the filing said. “The Company intends to make committee assignments and meet all regulatory and Nasdaq requirements as soon as possible.”

TuSimple has fired Ersin Yumer as interim CEO and President. Lu gives up his paid consulting role to return to his old job.

A company spokesman declined to comment.

Tu Simple seeks stability

The reinstatement of Lu, a former investment banker who took the company public in April 2021 with former CFO Pat Dillon, is an attempt to stabilize the company. Virtually the entire executive team and Lu left the company before and after Hou assumed the roles of CEO and chairman.

TuSimple (NASDAQ:TSP) shares fell 47% on Oct. 31, the day of Hou’s firing. The company gained 18.94% on Thursday, the strongest trading day for the S&P since April 2020. Shares closed at $2.70, a far cry from its 52-week high of $43.79.

Another co-founder returns as TuSimple’s CEO

Chen is returning as executive chairman, the role he left in June after Hou became CEO and chairman. Chen is a key player in a Chinese-backed startup that helped the former board fire Hou.

TuSimple said in an SEC filing Monday that it contacted the agency and the Committee on Foreign Investment in the United States (CFIUS) following its split from Hou. The board said Hou exercised poor judgment and violated the company’s disclosure rules while working with Chen’s hydrogen truck startup Hydron Inc.

TuSimple employees contributing less than $300,000 in labor to Hydron in 2021. But that had to be disclosed to the SEC, the company said. The agency and CFIUS are both investigating TuSimple.

An Oct. 30 Wall Street Journal article said the SEC, CFIUS and FBI are investigating TuSimple and his relationship with Chen and Hydron. TuSimple said it had not been contacted by the FBI as of Monday.

TuSimple cooperates with SEC, CFIUS

“The company has cooperated with such requests and will continue to do so,” TuSimple said in its filing Monday. “In connection with the filing of the Form 8-K, the Company has proactively reached out to CFIUS and is responding to CFIUS requests for additional information regarding the Form 8-K.”

Hou and Chen remain TuSimple’s largest shareholders, and their voting share class, which counts 10 votes for each common share, accounts for approximately 68% of the voting shares. Chen resigned as a board member in March. Hou remains one of five board members. The board removed him as chairman when he was stripped of his CEO title.

Editor’s note: Updates throughout with SEC filing late Thursday

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