Alpha Buying: The Quietest Insider Summer Still Brought These Power Plays

We are in the summer doldrums of sorts, at least when it comes to insider activity.

Insiders have taken their checkbook to the beach, the mountains or just locked it away for a staycation.

What they have not been doing is buying much stock in the companies they own recently.

It might be the political turmoil surrounding global trade and the various conflicts going on around the world.

It might be the heat and humidity that are keeping insiders on the sideline.

It might be (and probably is) the high valuation and momentum driven stock market that is keeping insiders on the sideline for now.

Whatever the reason we are experiencing one of the lowest levels of insider activity in a long time.

While most insiders are sitting out the summer there are a few special situations developing as insider activists are making moves on a small handful of targets.

Some special situations make headlines. Others move silently, threading their way through SEC filings and obscure corners of the market before breaking out into full view. Right now, we are tracking three such setups distinct in style but unified by one trait: control is changing hands or about to, and the implications for shareholders are real. Whether the story is told by insiders aiming to go private, activists knocking on the door, or new players quietly surfacing with strategic intent, the next phase in each of these companies could be highly consequential.

Let us begin with the most advanced of the three.

Fonar Corporation (Ticker: FONR): An Inside Job
Fonar is not a household name unless you have had the misfortune of needing an upright MRI. It is a niche medical device company, the only one in the world producing vertical position MRI scanners, and it has remained quietly profitable for years without a hint of debt on its books. This month, a 13D filing laid out what longtime observers suspected was coming: a management led effort to take the company private.

The group behind the filing controls 48.1% of the company and includes CEO Timothy Damadian, his brother Joseph Damadian, COO Timothy Bonanni, and several longtime employees and directors. Most of the shares were acquired long ago through inheritance, compensation grants, or personal investment and the group has not made any market purchases in recent months. But what matters is not how they acquired the shares. It is what they plan to do with them.

The 13D makes it clear: the insiders have formed an acquisition entity and have approached the board about a going private transaction. No terms have been disclosed, but the writing is on the wall. Fonar has always been a tightly controlled entity. Now that control may be used to reshape the capital structure completely. Whether this leads to a fair offer and a clean exit for minority holders or a protracted negotiation that tests governance standards remains to be seen. Either way, the special situation is live.

Jack in the Box (Ticker: JACK): Burgers, Boardrooms, and a Poison Pill
Fonar’s special situation is driven from the inside. Jack in the Box’s is coming from the outside and the response has been classic boardroom defense.

Sardar Biglari, known for his aggressive value investing and his long campaign at Cracker Barrel, has disclosed a 9.98% stake in Jack in the Box and filed a 13D. That is just shy of the newly installed poison pill threshold of 12.5% the company adopted days later. The message from Jack’s board is clear: “Not so fast.”

Jack is no stranger to challenges. The fast food chain is in the middle of a multiyear turnaround dubbed “Jack on Track,” which includes closing 200 underperforming stores, focusing on digital transformation, and possibly divesting Del Taco. Biglari’s entrance adds pressure and scrutiny, particularly as management tries to execute a complex operational plan with significant real estate implications.

The 13D does not outline specific proposals yet, but the playbook is familiar. Biglari rarely stays quiet. If Jack’s performance does not improve quickly, or if a meaningful buyback or asset monetization is not proposed, the next proxy season could get interesting. For now, the company is hoping the pill buys them time. Investors should watch Biglari’s next filing closely for signs of escalation.

Brera Holdings (Ticker: BREA): A Subtle Stake with Strategic Intent
And then there is Brera Holdings, a microcap that rarely crosses the radar of institutional investors. But that might change.

On July 14, a group of seven individual investors filed a 13D disclosing a collective 6.7% stake in Brera’s Class B shares. The names include Guy Hirsch, Ron Sade, and Stanislav Oskin figures with connections to digital assets and international finance. They did not just file a passive disclosure. The group explicitly stated they are engaging the board regarding strategic direction, crypto treasury policy, and board representation. In other words, this is activist with a lowercase “a,” but activist, nonetheless.

Brera is not a well-covered company, but it is positioning itself as a fintech and digital asset management platform. The company’s public float is tiny, and its Class B shares carry voting rights that could allow a small, coordinated group to exert real influence. The 13D group acquired shares directly from the issuer in June and appears to be laying the groundwork for a deeper involvement in shaping company strategy.

The outcome here is far from certain. Brera could be another forgotten microcap that drifts sideways. Or it could become a proving ground for a new generation of operator activists experimenting with governance in the post crypto world. Either way, the seeds of change have been planted.

Three Quiet Storms, One Theme: Control
Each of these situations represents a different phase of the same cycle. At Fonar, the people who already run the business are preparing to buy the rest of it. At Jack in the Box, a known activist has moved in, forcing the board to defend its strategic plan. At Brera, a group of outsiders is probing for influence with board level ambitions and thematic ideas. None of these companies are making headlines on CNBC, but each could be offering the kind of asymmetrical outcomes that deep value investors, special situation hunters, and control premium seekers live for.

If you believe in the power of control, governance, and the alignment of incentives, then these are the setups to watch. The fights are not yet public, but the filings say more than enough. These are not random stake disclosures. They are warning shots. Or, depending on your view, invitations.