GEE Group and Star Equity Fund reach cooperation deal; board declassified by 2028

GEE Group Inc.

Agreement dated Aug 21, 2026; Star Equity Fund withdraws director nominee and proposal to remove two GEE directors at 2026 annual meeting.
Board declassification: majority declassified at 2027 annual meeting, fully declassified at 2028 annual meeting.
Star Equity Fund caps ownership at 7.5% of common stock and agrees to vote with board recommendations subject to exceptions.
Standstill includes no proxy solicitation, no influence on board/management; mutual non-disparagement provisions.
Agreement terminates before 2027 nomination window or after 15-day uncured breach; both parties retain termination rights.

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