C3 AI (“C3.ai, Inc.” or the “Company”) (NYSE: AI), the Enterprise AI application software company, today announced that it granted an equity award under its 2025 Inducement Plan (the “Inducement Plan”) to Tom MacMitchell, the Company’s Senior Vice President and General Counsel, who recently joined the Company.

Effective July 30, 2026, C3 AI’s Compensation Committee of the Board of Directors approved a restricted stock unit award covering 826,901 shares of C3 AI's Class A common stock (the “RSU Award”). Such award was granted as a material inducement in accordance with the employment inducement award exemption under the NYSE Listed Company Manual Section 303A.08.

The RSU Award will vest over a five-year term in accordance with the following schedule: subject to continued service, 165,380 RSUs will vest on the date twelve months following the July 27, 2026, vesting commencement date, with the remaining RSUs vesting in equal quarterly installments thereafter until the award is fully vested. Further, the RSU Award is subject to double-trigger acceleration: if a corporate transaction or change in control of the Company occurs during his employment and, within 36 months thereafter, he resigns for constructive termination or is terminated other than for cause, death or disability, any unvested portion of the award will accelerate in full, subject to his satisfaction of certain severance conditions, including a release of claims.

The RSU Award is subject to the terms and conditions of the Inducement Plan and the terms and conditions of a restricted stock unit award agreement covering the award.

About C3 AI

C3 AI is the Enterprise AI application software company. C3 AI delivers a family of fully integrated products including the C3 Agentic AI Platform, an end-to-end platform for developing, deploying, and operating enterprise AI applications, C3 AI applications, a portfolio of industry-specific SaaS enterprise AI applications that enable the digital transformation of organizations globally, and C3 Generative AI, a suite of domain-specific generative AI offerings for the enterprise.

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