On January 9, 2023, Griffon Corporation announced that on January 8, 2023, it has entered into a cooperation agreement with Voss Value Master Fund, L.P., Voss Value-Oriented Special Situations Fund, L.P., Voss Advisors GP, LLC and Voss Capital, LLC (collectively, Voss). The Company stated that pursuant to the cooperation agreement, the Company agreed, among other things, to appoint Travis W. Cocke, to the Company's board of directors, effective as of January 9, 2023, with a term expiring at the Company's 2023 annual meeting of stockholders. The Company stated that the cooperation agreement also provides that the Company will nominate Cocke, as well as H. C. Charles Diao, for re-election at the 2023 annual Meeting, in each case for a term expiring at the Company's 2024 annual meeting of stockholders and pursuant to the cooperation agreement, Cocke has been appointed to the Committee on Strategic Considerations and the Nominating and Corporate Governance Committee of the Board.

The Company expressed that the cooperation agreement further provides that at Voss's election, the Company will ensure that the size of the Board following the 2023 annual meeting is not more than 13 members. In addition, the Company stated that pursuant to the cooperation agreement, Voss has withdrawn its nomination notice regarding its slate of proposed director nominees for election at the 2023 annual meeting and has agreed to abide by certain customary standstill restrictions, voting commitments, and other provisions, including a mutual non-disparagement provision that remain in effect during the cooperation period.