Joint (NASDAQ: JYNT) Enters into Amended Nomination and Standstill Agreement with Bandera Partners LLC

On December 19, 2024, The Joint Corp. (NASDAQ: JYNT) announced the execution of an Amended and Restated Nomination and Standstill Agreement with Bandera Partners LLC and certain affiliates. This agreement modifies and reiterates a prior Nomination and Standstill Agreement dated November 6, 2023, between the parties.

Under the terms of the updated agreement, The Joint Corp. has committed to including Mr. Gramm in its list of nominees for director elections at the 2025 Annual Meeting. Additionally, the company will support Mr. Gramm’s election at the meeting. The agreement outlines provisions for director replacement rights before the agreement’s termination, subject to specific conditions as detailed within the document.

Bandera has agreed to voting commitments and standstill obligations, along with restrictions on the transfer of The Joint Corp.’s common stock held by Bandera. Mutual non-disparagement terms are also included in the Amended Nomination and Standstill Agreement. The deal will remain effective until January 2, 2026, or thirty days before the nomination deadline for the 2026 annual meeting of stockholders, whichever comes earlier.

This summary of the agreement’s terms is supplemented by the full text of the Amended Nomination and Standstill Agreement, filed as Exhibit 10.1 in the company’s current Form 8-K report.

In addition, in compliance with SEC regulations, The Joint Corp. has provided Exhibit 10.1 – the Amended and Restated Nomination and Standstill Agreement, dated December 19, 2024, among The Joint Corp., Bandera Master Fund L.P., Bandera Partners LLC, Gregory Bylinsky, and Jefferson Gramm.

This information was disclosed in a Form 8-K filing by The Joint Corp. for the event that occurred on December 19, 2024.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read Joint’s 8K filing here.

About Joint

The Joint Corp. operates and franchises chiropractic clinics in the United States. The company operates in two segments, Corporate Clinics and Franchise Operations. The Joint Corp. was incorporated in 2010 and is headquartered in Scottsdale, Arizona.