Proxy Results (Form 8-K)

On February 11, 2025, Innovid Corp., a Delaware corporation (the "Company"), held a special meeting of stockholders (the "Special Meeting") to consider certain proposals related to the Agreement and Plan of Merger (as it may be amended from time to time, the "Merger Agreement"), dated November 21, 2024, by and among the Company, Mediaocean LLC, a Delaware limited liability company ("Parent"), and Ignite Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent ("Merger Sub"). The Merger Agreement provides that, upon the terms and subject to the satisfaction or waiver of the conditions set forth therein, Merger Sub will merge with and into the Company (the "Merger"), with the Company continuing as the surviving corporation and a wholly owned subsidiary of Parent.

As of January 2, 2025, the record date for the determination of stockholders entitled to vote at the Special Meeting, there were 150,918,919 shares of the Company's common stock outstanding and entitled to vote, each of which was entitled to one vote for each proposal at the Special Meeting. At the Special Meeting, a total of 112,853,038 shares of the Company's common stock, representing approximately 74.78% of the shares outstanding and entitled to vote, were present by remote communication or represented by proxy, constituting a quorum for the transaction of business at the Special Meeting.

At the Special Meeting, the Company stockholders considered two proposals, each of which is described in more detail in a definitive proxy statement (the "Proxy Statement") filed by the Company with the U.S. Securities and Exchange Commission (the "SEC") on January 10, 2025 and the supplemental disclosure to the proxy statement filed by the Company with the SEC on February 3, 2025. The final results regarding each proposal are set forth below.

Proposal No. 1 -To adopt the Merger Agreement.

The Merger Agreement was adopted by the requisite vote of the Company stockholders (the "Company Stockholders").

Proposal No. 2 -To approve the adjournment of the Special Meeting, from time to time, to a later date or dates, if necessary or appropriate, to solicit additional proxies if there are insufficient votes to adopt the Merger Agreement at the time of the Special Meeting (the "Adjournment Proposal").

Adjournment of the Special Meeting was deemed not necessary or appropriate and therefore the meeting was not adjourned to another date.

Completion of the Merger remains subject to the satisfaction of customary closing conditions.