Gentherm Inc

As previously disclosed, on January 29, 2026, Gentherm Incorporated, a Michigan corporation (the “Company” or “Gentherm”), entered into (i) an Agreement and Plan of Merger (the “Merger Agreement”), by and among Gentherm, Modine Manufacturing Company, a Wisconsin corporation (“Modine”), Platinum SpinCo Inc., a Delaware corporation and wholly owned subsidiary of Modine (“SpinCo”), and Platinum Gold Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Gentherm (“Merger Sub”), and (ii) a Separation Agreement, by and among Gentherm, Modine and SpinCo (together with the Merger Agreement, the “Definitive Agreements”). The Definitive Agreements provide for a Reverse Morris Trust transaction, which includesthe spin-off of Modine’s Performance Technologies business (the “Performance Technologies Business”) to SpinCo and the pro rata distribution of all of the issued and outstanding shares of common stock, $0.01 par value per share, of SpinCo (“SpinCo Common Stock”) to the shareholders of Modine, the subsequent merger of Merger Sub with and into SpinCo, with SpinCo as the surviving entity, and the conversion of all SpinCo Common Stock into the right to receive shares of common stock, no par value, of Gentherm (“Common Stock”), as calculated and subject to adjustment as set forth in the Merger Agreement. Upon consummation of the transactions described in the Definitive Agreements (the “Transactions”), SpinCo will become a wholly owned subsidiary of Gentherm.

In connection with the Transactions, Gentherm has filed with the U.S. Securities and Exchange Commission (the “SEC”) a registration statementon Form S-4 (File No. 333-297224) (as amended, the “Registration Statement”), which included a preliminary proxy statement/prospectus, on August 12, 2026. The Registration Statement was declared effective by the SEC on August 12, 2026, and a definitive proxy statement/prospectus was first mailed to shareholders of Gentherm on or about August 12, 2026 (the “Proxy Statement/Prospectus”).

On September 10, 2026, the Company held a special meeting of its shareholders to consider and vote on certain proposals in connection with the Transactions (such meeting, the “Special Meeting”), each of which is set forth below and described in more detail in the Proxy Statement/Prospectus.

A total of approximately 29,142,794 shares of Gentherm Common Stock were present or represented by proxy at the Special Meeting, representing approximately 94.8% of all shares of Gentherm Common Stock entitled to vote at the Special Meeting. The final results of voting on each of the matters submitted to a vote of shareholders during the Special Meeting are as follows: