Marin Software (MRIN) Board Approves 1:6 Reverse Share Split

On April 4, 2024, the board of directors of Marin Software (NASDAQ: MRIN) approved a reverse stock split ratio of 6-to-1 (the “Reverse Split”) and a resulting reduction in the Company’s authorized shares of common stock from 142,857,143 shares to 47,619,047 shares (the “Authorized Share Reduction”), subject to the approval of the stockholders at the Company’s 2024 Annual Meeting of Stockholders (the “Annual Meeting”).

On April 5, 2024, the Company completed its Annual Meeting of Stockholders (the “Annual Meeting”), whereby the stockholders approved the amendments to the Company’s Restated Certificate of Incorporation to implement the Reverse Split and the Authorized Share Reduction (the “Charter Amendment”), as described in the Company’s Definitive Proxy Statement filed on March 5, 2024, as revised on March 28, 2024. The Company filed the Charter Amendment with the Secretary of State of the State of Delaware on April 11, 2024.

The Reverse Split and Authorized Share Reduction will be effective at 5:00 p.m. Eastern Time on April 12, 2024, whereby every six (6) shares of the Company’s issued and outstanding common stock will be automatically combined and converted into one (1) issued and outstanding share of the Company’s common stock. The Reverse Split will not affect any stockholder’s ownership percentage of the Company’s common stock.

At the opening of trading on April 15, 2024, the Company’s common stock will continue to trade on the Nasdaq Capital Market under the symbol “MRIN,” but will be assigned a new CUSIP number (56804T 304) and will trade on a split-adjusted basis.

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