Other Information
−Removed: During the 2024 first quarter , the following Section 16 officer adopted, modified or terminated a “ Rule 10b5-1 trading arrangement” (as defined in Item 408 of Regulation S-K of the Exchange Act):
+Added: During the 2024 second quarter , the following Section 16 officer adopted, modified or terminated a “ Rule 10b5-1 trading arrangement” (as defined in Item 408 of Regulation S-K of the Exchange Act):
Character of Trading Arrangement (a)
2 unchanged sentences
Date Terminated
−Removed: Vice President, General Counsel and Secretary
+Added: Vice President and Chief Information Officer
Rule 10b5-1 Trading Arrangement
Up to 7,742 shares to be sold
−Removed: Up to 2,853 stock options to be exercised
2/5/2025 - 8/5/2025
2 unchanged sentences
Each trading arrangement marked as a “Rule 10b5-1 Trading Arrangement” only permitted or only permits transactions upon expiration of the applicable mandatory cooling-off period under the Rule, which is at least 90 days for executive officers and directors under the Company’s insider trading policies.
−Removed: There were no “non-Rule 10b5-1 trading arrangements” (as defined in Item 408 of Regulation S-K of the Exchange Act) adopted , modified or terminated during the 2024 first quarter by the Company’s directors and Section 16 officers.
+Added: There were no “non-Rule 10b5-1 trading arrangements” (as defined in Item 408 of Regulation S-K of the Exchange Act) adopted , modified or terminated during the 2024 second quarter by the Company’s directors and Section 16 officers.
Each of the trading arrangements are in accordance with the Company’s policy against insider trading, and actual sale transactions made pursuant to such trading arrangements have been or will be disclosed publicly in Section 16 filings with the SEC in accordance with applicable securities laws, rules and regulations.
6 unchanged sentences
See Exhibits 3.1, 3.2 and 3.3 hereof for provisions of our Restated Articles of Incorporation of the Company with all amendments to date and the Bylaws of the Company with all amendments to date (incorporated, respectively, by reference to Exhibit 3.1 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2014, Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed with the Commission on October 28, 2022, and Exhibit 3.2 to the Registrant’s Current Report on Form 8-K filed with the Commission on April 26, 2024).
−Removed: Annual Incentive Plan Guidelines for 2024 (incorporated by reference to Exhibit 10.7 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2023).
−Removed: Nonemployee Director Compensation Program effective January 29, 2024 (incorporated by reference to Exhibit 10.11 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2023).
Certification of Chief Executive Officer Pursuant to Rule 13a-14(a)
11 unchanged sentences
Chief Financial Officer
+Added: August 9, 2024
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.