MIAMI, Sept. 25, 2024 /PRNewswire/ -- Innovative Eyewear, Inc. ("Innovative Eyewear" or the "Company") (Nasdaq: LUCY), the developer of smart eyewear under the Lucyd®, Nautica®, Eddie Bauer® and Reebok® brands, today announced that its Board of Directors has approved the adoption of a limited duration stockholder rights plan (the "Rights Plan") and declared a dividend distribution of one right ("Right") for each outstanding share of common stock. The record date for such dividend distribution is September 25, 2024. The Rights Plan expires, without any further action being required to be taken by Innovative Eyewear's Board of Directors, on September 25, 2025 or at such earlier time as disclosed in the Rights Plan.

The adoption of the Rights Plan is intended to enable all Innovative Eyewear stockholders to realize the full potential value of their investment in the company and to protect the interests of the company and its stockholders by reducing the likelihood that any person or group gains control of Innovative Eyewear through open market accumulation or other tactics without paying an appropriate control premium. In addition, the Rights Plan provides the Board of Directors with time to make informed decisions that are in the best long-term interests of Innovative Eyewear and its stockholders and does not deter Innovative Eyewear's Board of Directors from considering any offer that is fair and otherwise in the best interest of Innovative Eyewear's stockholders.

The Rights Plan is similar to other plans adopted by publicly traded companies. Under the Rights Plan, the rights generally will become exercisable only if a person or group (including a group of persons who are acting in concert with each other) acquires beneficial ownership of 20% or more of Innovative Eyewear's common stock in a transaction not approved by the Innovative Eyewear Board of Directors. In that situation, each holder of a right (other than the acquiring person or group, whose rights will become void and will not be exercisable) will have the right to purchase, upon payment of the exercise price and in accordance with the terms of the Rights Plan, a number of shares of Innovative Eyewear's common stock having a market value of twice such price. In addition, if Innovative Eyewear is acquired in a merger or other business combination after an acquiring person acquires 20% or more of Innovative Eyewear's common stock, each holder of the right would thereafter have the right to purchase, upon payment of the exercise price and in accordance with the terms of the Rights Plan, a number of shares of common stock of the acquiring person having a market value of twice such price. The acquiring person or group will not be entitled to exercise these Rights. Vladimir Galkin and his affiliates and associates have been grandfathered under the Rights Plan but will become an acquiring person upon their acquisition of more of our outstanding shares of common stock, subject to certain exceptions as described in the Rights Plan. In the Rights Plan, the definition of "beneficial ownership" includes derivative securities.