On March 4, 2024, The Chefs? Warehouse, Inc. announced that it has entered into an agreement with Legion Partners Asset Management, LLC and certain of its affiliates. The Company stated that as contemplated by the Cooperation Agreement, on March 4, 2024, the Company temporarily increased the size of the Company?s Board of Directors to 14 members and appointed 2 new independent directors, Richard N. Peretz and Wendy M. Weinstein, to the Board.

The Company has also agreed to nominate Richard N. Peretz and Wendy M. Weinstein for election at the Company?s 2024 annual meeting of stockholders. Further, as provided in the Cooperation Agreement, a third new independent director, Lester Owens, was appointed to the Board on March 4, 2024, and would be nominated for election at the Company?s 2024 annual meeting. The Company also stated that Legion Partners has agreed to vote its shares in support of any director nominated and recommended by the Board at the Company?s 2024 annual meeting, in addition to certain customary standstill provisions and other voting agreements for the duration of the standstill period.