Stagwell Inc

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures designed to ensure that information required to be disclosed in our reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer (“CEO”), who is our principal executive officer, and Chief Financial Officer (“CFO”), who is our principal financial officer, as appropriate, to allow timely decisions regarding required disclosures.

We conducted an evaluation, under the supervision and with the participation of our management, including our CEO, CFO, and management Disclosure Committee, of the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report pursuant to Rule 13a-15(b) and 15d- 15(b) of the Exchange Act. Based on that evaluation, and in light of the material weaknesses identified in our internal control over financial reporting as disclosed in our Form 10-K for the fiscal year ended December 31, 2023, our CEO and CFO concluded that, as of September 30, 2024, our disclosure controls and procedures were not effective.

Material Weakness Remediation Plan and Status

The Company, under the leadership of our CEO and CFO, has continued progressing with our previously disclosed plan to remediate the material weaknesses in our internal control over financial reporting.

•We enhanced communications between management and the Audit Committee of the Board of Directors (the “Audit Committee”) for increased oversight by formally reporting specific progress against the remediation plan to the Audit Committee each quarter.

•In the prior year, we designed and implemented controls over our risk assessment process that included detailed qualitative and quantitative factors to identify and assess risks and implement or modify controls in response to those risks. In the current year, we further enhanced our risk assessment processes to identify potential risks in ongoing control performance at both the agency and consolidated Company level.

•We improved existing controls across business processes covering significant accounts, including controls over the review of journal entries and account reconciliations, resolved segregation of duties conflicts, and increased and realigned personnel with appropriate levels of accounting knowledge, experience, and training in finance and accounting functions.

•During the third quarter of 2024, we completed staffing our new compliance function, whose objective is to provide continuous monitoring and improvement of internal controls at our agencies.

Management is in the process of testing the operating effectiveness of our internal control over financial reporting. We will consider our previously identified material weaknesses to be fully remediated once the applicable controls operate for a sufficient period of time and our management has concluded, through such testing, that these controls are operating effectively.

In addition, as we continue to monitor the effectiveness of our internal control over financial reporting, we may perform additional internal control changes as necessary.

Changes in Internal Control Over Financial Reporting

There were no changes in our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during the quarter ended September 30, 2024, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II. OTHER INFORMATION