diff --git a/CMakeLists.txt b/CMakeLists.txt
index 75375d0b0..7027b218f 100644
--- a/CMakeLists.txt
+++ b/CMakeLists.txt
@@ -81,7 +81,17 @@ if(APPLE)
     execute_process(COMMAND brew --prefix OUTPUT_VARIABLE HOMEBREW_PREFIX OUTPUT_STRIP_TRAILING_WHITESPACE)
     if(HOMEBREW_PREFIX)
         link_directories("${HOMEBREW_PREFIX}/lib")
-        include_directories("${HOMEBREW_PREFIX}/include")
+        # SYSTEM is load-bearing, not cosmetic. A plain include_directories()
+        # here is directory-scoped at the TOP level, so it is inherited by every
+        # add_subdirectory() and initialises every target's INCLUDE_DIRECTORIES
+        # ahead of whatever that target adds for itself -- which means
+        # /opt/homebrew/include outranks every vendored include dir in the tree.
+        # Any Homebrew formula whose headers share a basename with a vendored one
+        # then silently wins, reversing the choice USE_SYSTEM_* made in CMake:
+        # ggml.h and whisper.h are both shadowed on the affected setup.
+        # SYSTEM emits -isystem, which the compiler searches AFTER all -I paths,
+        # so Homebrew stays findable and stops taking precedence.
+        include_directories(SYSTEM "${HOMEBREW_PREFIX}/include")
     endif()
 endif()