Kelly Services Adopts Stockholder Rights Plan

Core Viewpoint - Kelly Services, Inc. has adopted a stockholder rights plan to protect the interests of all stockholders amid a significant sale of its Class B common stock by a major shareholder [1][2]. Group 1: Stockholder Rights Plan - The Board of Directors unanimously approved the Rights Plan to allow time for evaluation of a transaction involving the sale of 92.2% of Class B common stock [2][3]. - The Rights Plan will issue rights to purchase shares of Class A and Class B common stock to stockholders of record as of January 11, 2026 [4]. - The rights will expire on January 10, 2027, or upon certain conditions such as redemption or a merger [5]. Group 2: Rights Activation and Terms - Rights become exercisable if an acquiring person obtains 75% or more of the Class B common stock, allowing existing right holders to receive shares valued at twice the exercise price [6]. - If the company is acquired after an unapproved party obtains 75% of Class B shares, right holders can receive common stock of the acquiring company valued at twice the exercise price [6]. - The Board can redeem the rights at $0.001 per right, and existing ownership percentages of those who already own 75% or more of Class B shares will be grandfathered under certain conditions [6][7]. Group 3: Company Overview - Kelly Services, Inc. is a leading provider of specialty talent solutions, connecting over 400,000 people with work annually [9]. - The company reported revenue of $4.3 billion in 2024 and operates in various industries including science, engineering, technology, and finance [9].