Quotient (QUOT) Announces Board Refreshment Plan

Quotient Technology Inc. (NYSE: QUOT) today announced plans to refresh its Board of Directors in connection with a cooperation agreement with Engaged Capital, LLC ("Engaged Capital").

The Company will nominate Kate W. Vanek, Global Chief Operating and Financial Officer of True Talent Advisory, and Tracey Figurelli, Director of Andra Partners, to stand for election to the Company’s Board of Directors at the 2023 Annual Meeting of Stockholders. In addition, David Oppenheimer, Jody Gessow and Lorraine Hariton will not stand for re-election, and Alison Hawkins and Eric Higgs will resign effective as of the 2023 Annual Meeting. With these changes the Board will be reduced to seven directors, six of whom will be independent, following the 2023 Annual Meeting.

“Today’s announcement reflects ongoing engagement with our shareholders and represents the Board’s commitment to refreshment and ensuring we have the right skills to oversee the successful execution of our transformation. We believe Kate and Tracey’s expertise will be extremely valuable as we continue to scale our business and build value for shareholders,” said Robert McDonald, Chair of Quotient. “They both have impressive track records of driving organic and inorganic growth in the technology industry, designing product-specific go-to-market strategies and delivering value to customers and shareholders. We look forward to benefitting from their insights as we build on the momentum underway to achieve our financial goals.”

Mr. McDonald continued, “On behalf of the entire Board, I want to express my sincere gratitude to Alison, David, Eric, Jody and Lorraine for their service to Quotient. We appreciate their many contributions and wish them all the best.”

“We believe Quotient has a unique opportunity in a growing market and are confident the new directors’ fresh and relevant perspectives will help further strengthen the strategic value of Quotient, resulting in enhanced value to shareholders,” said Glenn W. Welling, Founder and Chief Investment Officer of Engaged Capital. “We are grateful for the collaborative dialogue we’ve had with Quotient’s Board and new management team and look forward to seeing them capitalize on the value of the Company's assets.”

Quotient's 2023 Annual Meeting has been scheduled for August 3, 2023. The Company notes that as previously disclosed, the declassification of its Board was approved at the Company’s 2022 Annual Meeting and the Board will be de-staggered fully in 2024.

Pursuant to the cooperation agreement, Engaged Capital has agreed to a customary standstill and vote support agreements. The cooperation agreement between the Company and Engaged Capital will be filed on a Form 8-K to be filed with the Securities and Exchange Commission.

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