PetMeds® Adopts Limited Duration Shareholder Rights Plan

Core Viewpoint - PetMed Express, Inc. has adopted a limited duration shareholder rights plan to protect the interests of its shareholders during a period of significant stock accumulation by certain shareholders, believing that the current share price does not reflect the company's inherent value or long-term growth potential [1][2]. Summary by Sections Rights Plan Adoption - The Board of Directors has implemented a Rights Plan to enable shareholders to realize the long-term value of their investments and to prevent any entity from gaining control without compensating all shareholders appropriately [2][3]. Rights Plan Details - The Rights Plan will issue one right for each outstanding share of common stock to shareholders of record on December 16, 2024, and will be effective immediately, expiring on December 2, 2025, unless terminated earlier [5]. - Rights become exercisable if an acquiring person obtains 12.5% or more of the outstanding shares without Board approval, allowing existing right holders to purchase shares at a 50% discount [6]. Exemptions and Conditions - Existing shareholders who own 12.5% or more prior to the announcement of the Rights Plan will not face penalties as long as they do not increase their ownership [7]. - The Rights Plan does not interfere with any Board-approved sales, mergers, or other business combinations [4]. Company Overview - PetMed Express, Inc. is a leader in the consumer pet healthcare sector, providing a range of pharmaceuticals and health products for pets through its online platforms [9][10].