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Item 9A. Controls and Procedures

2024-02-22 compared with 2023-02-23 · 128 added, 145 removed, 181 unchanged (60% of the section changed)

6 unchanged sentences

Changes in Internal Control Over Financial Reporting

Other than the implementation of controls over accounting and reporting for the completed divestitures of our Latin American and ILEC businesses and the planned divestiture of our EMEA business, there have been no changes in our internal control over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) that occurred during the fourth quarter of 2022 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Other than the implementation of controls over accounting and reporting for the completed divestiture of our EMEA business, there have been no changes in our internal control over financial reporting (as defined in Rule 13a-15(f) of the Exchange Act) that occurred during the fourth quarter of 2023 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Inherent Limitations of Internal Controls

22 unchanged sentences

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

Equity Compensation Plan Information

The following table provides information as of December 31, 2022 about our equity compensation plans under which Common Shares are authorized for issuance:

Number of securities to be issued upon exercise of outstanding options and rights

(a) Weighted-average exercise price of outstanding options and rights

(b) Number of securities remaining available

for future issuance

(excluding securities reflected in column (a))

Equity compensation plans approved by shareholders 16,264,108 (1)

Equity compensation plans not approved by shareholders — — —

Totals 16,264,108 (1)

_______________________________________________________________________________

(1) These amounts represent restricted stock units, some of which represent the difference between the number of shares of restricted stock subject to market conditions granted at target and the maximum possible payout for these awards.

Depending on performance, the actual share payout of these awards may range between 0-200% of target.

(2) The amounts in column (a) represent restricted stock units, which do not have an exercise price.

The balance of the information required by Item 12 is incorporated by reference to the Proxy Statement.

4 unchanged sentences

EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

Exhibits identified in parentheses below are on file with the SEC and are incorporated herein by reference.

All other exhibits are provided as part of this electronic submission.

Exhibits designated with an asterisk have been filed as part of this electronic submission.

All others are on file with the SEC and are incorporated herein by reference.

All references in this Item 15 to “Registrant” are to Lumen Technologies, Inc., which was formerly named CenturyLink, Inc.

and Century Telephone Enterprises, Inc.

Number Description

2.1 Purchase Agreement, dated as of August 3, 2021, by and among Lumen Technologies, Inc., certain of its subsidiaries and Connect Holding LLC (incorporated by reference to Exhibit 2.1 to Lumen Technologies, Inc.’s Current Report on Form 8-K (File No.

001-07784) filed with the Securities and Exchange Commission on August 4, 2021).

2.2* Agreement, dated as of February 8, 2023, by and among certain affiliates of Lumen Technologies, Inc., and Colt Technology Services Group Limited.

3.1 Composite Articles of Incorporation of Lumen Technologies, Inc., as amended through January 22, 2021 (incorporated by reference to Exhibit 3.1 to Lumen Technologies, Inc.’s Annual Report on Form 10-K (File No.

2.1 Agreement, dated as of February 8, 2023 , by and among certain affiliates of Registrant, and Colt Technology Services Group Limited (incorporated by reference to Exhibit 2.2 to Registrant’s Annual Report on Form 10 K for the year ended December 31, 2022 (File No.

001-07784) filed with the Securities and Exchange Commission on February 23, 2023).

3.1 Composite Articles of Incorporation of Registrant , as amended through January 22, 2021 (incorporated by reference to Exhibit 3.1 to Registrant 's Annual Report on Form 10-K (File No.

001-07784) for the year ended December 31, 2020 filed with the Securities and Exchange Commission on February 25, 2021).

3.2 Bylaws of Lumen Technologies, Inc., as amended and restated through January 22, 2021 (incorporated by reference to Exhibit 3.2 to Lumen Technologies, Inc.'s Current Report on Form 8-K (File No.

001-07784) filed with the Securities and Exchange Commission on January 26, 2021).

4.1* Description of Lumen Technologies, Inc.'s securities registered under Section 12 of the Securities Exchange Act of 1934, as amended.

4.2 Form of common stock certificate (incorporated by reference to Exhibit 4.1 to Lumen Technologies, Inc.'s Current Report on Form 8-K (File No.

001-07784) filed with the Securities and Exchange Commission on January 26, 2021).

4.3 Amended and Restated Section 382 Rights Agreement by and between CenturyLink, Inc.

and Computershare Trust Company, N.A., dated as of May 9, 2019 (incorporated by reference to Appendix C set forth in CenturyLink's Schedule 14A (File No.

3.2 Bylaws of R e gistrant , as amended and restated through May 17 , 202 3 (incorporated by reference to Exhibit 3.

1 to Registrant's Current Report on Form 8-K (File No.

001-07784) filed with the Securities and Exchange Commission on May 17 , 202 3 ).

First Amendment to the Section 382 Rights Agreement by and between CenturyLink, Inc.

and Computershare Trust Company, N.A., entered into on November 20, 2020, effective as of December 1, 2020 (incorporated by reference to Exhibit 4.1 to CenturyLink, Inc.'s Current Report on Form 8-K (File No.

001-07784) filed with the Securities and Exchange Commission on November 25, 2020).

4.4 Instruments relating to CenturyLink, Inc.'s Senior Secured Credit Facilities.

Restatement Agreement, dated as of January 31, 2020, by and among CenturyLink, Inc., as Borrower, Bank of America, N.A., as Administrative Agent and Collateral Agent, and the other lenders named therein (incorporated by reference to Exhibit 10.1 to CenturyLink, Inc.'s Current Report on Form 8-K (File No.

4.1* Description of Registrant 's , securities registered under Section 12 of the Securities Exchange Act of 1934, as amended.

4.2 Form of Registrant's common stock certificate (incorporated by reference to Exhibit 4.1 to Registrant's Current Report on Form 8-K (File No.

001-07784) filed with the Securities and Exchange Commission on January 26, 2021).

Amended and Restated Credit Agreement, dated as of January 31, 2020, by and among CenturyLink, Inc., as Borrower, Bank of America, N.A.

as Administrative Agent and Collateral Agent, and the other lenders, agents, arrangers and bookrunners named therein (incorporated by reference to Exhibit 10.1 to CenturyLink, Inc.’s Current Report on Form 8-K (File No.

Second A mended and Restated Section 382 Rights Agreement by and between Registrant and Computershare Trust Company, N.A., dated as of November 15, 2023 (1) .

4.4 Instruments relating to Registrant's Senior Secured Credit Facilities.

Restatement Agreement, dated as of January 31, 2020, by and among Registrant , as Borrower, Bank of America, N.A., as Administrative Agent and Collateral Agent, and the other lenders named therein (incorporated by reference to Exhibit 10.1 to Registrant 's Current Report on Form 8-K (File No.

001-07784) filed with the Securities and Exchange Commission on January 31, 2020).

4.5 Instruments relating to CenturyLink, Inc.'s public senior debt.

Indenture, dated as of March 31, 1994, by and between Century Telephone Enterprises, Inc.

(currently named CenturyLink, Inc.) and Regions Bank (successor-in-interest to First American Bank & Trust of Louisiana), as Trustee (incorporated by reference to Exhibit 4.4(a) to CenturyLink's Annual Report on Form 10-K (File No.

Amended and Restated Credit Agreement, dated as of January 31, 2020, by and among Registrant , as Borrower, Bank of America, N.A.

as Administrative Agent and Collateral Agent, and the other lenders, agents, arrangers and bookrunners named therein (incorporated by reference to Exhibit 10.1 to Registrant ’s Current Report on Form 8-K (File No.

001-07784) filed with the Securities and Exchange Commission on January 31, 2020).

LIBOR Transition Amendment, dated as of March 17, 2023, by and among Registrant , the Guarantors party thereto, and Bank of America, N.A., as administrative agent and collateral agent , amending the parties’ Amended and Restated Credit Agreement dated as of January 31, 2020 (incorporated by reference to Exhibit 10.1 to Registrant ’s Quarterly Report on Form 10-Q (File No.

001-07784) for the quarterly period ended March 31, 2023).

A mendment Agreement, dated as of February 15, 2024, by and among the Registrant, Bank of America, N.A., as a dministrative agen t and collateral agent, and the lenders party thereto, amending the parties' Amended and Restated Credit Agreement dated as of January 31, 2020.

4.5 Instruments relating to Registrant's public senior debt.

Indenture, dated as of March 31, 1994, by and between Registrant and Regions Bank (successor-in-interest to First American Bank & Trust of Louisiana), as Trustee (incorporated by reference to Exhibit 4.4(a) to Registrant 's Annual Report on Form 10-K (File No.

001-07784) for the year ended December 31, 2014 filed with the Securities and Exchange Commission on February 24, 2015).

Number Description

Form of 7.2% Senior Notes, Series D, due 2025 (incorporated by reference to Exhibit 4.27 to CenturyLink, Inc.'s Annual Report on Form 10-K for the year ended December 31, 1995 (File No.

Form of 7.2% Senior Notes, Series D, due 2025 (incorporated by reference to Exhibit 4.27 to Registrant's Annual Report on Form 10-K for the year ended December 31, 1995 (File No.

001-07784) filed with the Securities and Exchange Commission on March 18, 1996).

Form of 6.875% Debentures, Series G, due 2028, (incorporated by reference to Exhibit 4.9 to CenturyLink, Inc.'s Annual Report on Form 10-K for the year ended December 31, 1997 (File No.

Number Description

Form of 6.875% Debentures, Series G, due 2028, (incorporated by reference to Exhibit 4.9 to Registrant's Annual Report on Form 10-K for the year ended December 31, 1997 (File No.

001-07784) filed with the Securities and Exchange Commission on March 16, 1998).

Fifth Supplemental Indenture, dated as of September 21, 2009, by and between CenturyTel, Inc.

(currently named CenturyLink, Inc.) and Regions Bank, as Trustee, designating and outlining the terms and conditions of CenturyLink's 7.60% Senior Notes, Series P, due 2039 (incorporated by reference to Exhibit 4.1 to CenturyLink, Inc.'s Current Report on Form 8-K (File No.

001-07784) filed with the Securities and Exchange Commission on September 22, 2009) .

Seventh Supplemental Indenture, dated as of March 12, 2012, by and between CenturyLink, Inc.

and Regions Bank, as Trustee, designating and outlining the terms and conditions of CenturyLink's 7.65% Senior Notes, Series U, due 2042 (incorporated by reference to Exhibit 4.1 to CenturyLink's Current Report on Form 8-K (File No.

F ifth Supplemental Indenture, dated as of September 21, 2009, by and between Registra nt and Regions Bank, as Trustee, designating and outlining the terms and conditions of Registrant's 7.60% Senior Notes, Series P, due 2039 (incorporated by reference to Exhibit 4.1 to Registrant's Current Report on Form 8-K (File No.

001-0 7784) fil ed wit h the Securities and Exchange Commission on September 22, 2009).

Seventh Supplemental Indenture, dated as of March 12, 2012, by and between Registrant and Regions Bank, as Trustee, designating and outlining the terms and conditions of Registrant's 7.65% Senior Notes, Series U, due 2042 (incorporated by reference to Exhibit 4.1 to Registrant 's Current Report on Form 8-K (File No.

001-07784) filed with the Securities and Exchange Commission on March 12, 2012) .

Tenth Supplemental Indenture, dated as of March 19, 2015, by and between CenturyLink, Inc.

and Regions Bank, as Trustee, designating and outlining the terms and conditions of CenturyLink's 5.625% Senior Notes, Series X, due 2025 (incorporated by reference to Exhibit 4.2 to CenturyLink's Current Report on Form 8-K (File No.

Tenth Supplemental Indenture, dated as of March 19, 2015, by and between Registrant and Regions Bank, as Trustee, designating and outlining the terms and conditions of Registrant 's 5.625% Senior Notes, Series X, due 2025 (incorporated by reference to Exhibit 4.2 to Registrant 's Current Report on Form 8-K (File No.

001-07784) filed with the Securities and Exchange Commission on March 19, 2015).

Indenture, dated December 16, 2019, between CenturyLink, Inc.

and Regions Bank, as Trustee (incorporated by reference to Exhibit 4.1 to CenturyLink, Inc.’s Current Report on Form 8-K (File No.

Indenture, dated December 16, 2019, between Registrant and Regions Bank, as Trustee (incorporated by reference to Exhibit 4.1 to Registrant ’s Current Report on Form 8-K (File No.

001-07784) filed with the Securities and Exchange Commission on December 16, 2019).

First Supplemental Indenture, dated December 16, 2019, between CenturyLink, Inc.

and Regions Bank, as Trustee, designating and outlining the terms and conditions of CenturyLink’s 5.125% Senior Notes due 2026 (incorporated by reference to Exhibit 4.2 to CenturyLink, Inc.’s Current Report on Form 8-K (File No.

First Supplemental Indenture, dated December 16, 2019, between Registrant and Regions Bank, as Trustee, designating and outlining the terms and conditions of Registrant ’s 5.125% Senior Notes due 2026 (incorporated by reference to Exhibit 4.2 to Registrant ’s Current Report on Form 8-K (File No.

001-07784) filed with the Securities and Exchange Commission on December 16, 2019).

Indenture, dated January 24, 2020, between CenturyLink, Inc.

and Wells Fargo Bank, National Association, as Trustee and Notes Collateral Agent, designating and outlining the terms and conditions of CenturyLink’s 4.000% Senior Secured Notes due 2027 (incorporated by reference to Exhibit 4.1 to CenturyLink, Inc.’s Current Report on Form 8-K (File No.

Indenture, dated January 24, 2020, between Registrant and Wells Fargo Bank, National Association, as Trustee and Notes Collateral Agent, designating and outlining the terms and conditions of Registrant ’s 4.000% Senior Secured Notes due 2027 (incorporated by reference to Exhibit 4.1 to Registrant ’s Current Report on Form 8-K (File No.

001-07784) filed with the Securities and Exchange Commission on January 24, 2020).

Indenture, dated November 27, 2020, among Lumen Technologies, Inc.'s, as Issuer, and Regions Bank, as Trustee, designating and outlining the terms and conditions of Lumen Technologies, Inc.

4.500% Senior Notes due 2029 (incorporated by reference to Exhibit 4.1 to Lumen Technologies, Inc.'s Current Report on Form 8-K (File No.

Indenture, dated November 27, 2020, among Registrant 's, as Issuer, and Regions Bank, as Trustee, designating and outlining the terms and conditions of Registrant , Inc.

4.500% Senior Notes due 2029 (incorporated by reference to Exhibit 4.1 to Registrant 's Current Report on Form 8-K (File No.

001-07784) dated November 27, 2020).

Indenture, dated June 15, 2021, among Lumen Technologies, Inc., as issuer, and Regions Bank, as trustee, relating to the issuance of Lumen Technologies, Inc.’s 5.375% Senior Notes due 2029 (incorporated by reference to Exhibit 4.1 to Lumen Technologies, Inc.’s Current Report on Form 8-K (File No.

Indenture, dated June 15, 2021, among Registrant , as issuer, and Regions Bank, as trustee, relating to the issuance of Registrant ’s 5.375% Senior Notes due 2029 (incorporated by reference to Exhibit 4.1 to Registrant ’s Current Report on Form 8-K (File No.

001-07784) filed with the Securities and Exchange Commission on June 15, 2021).

4.6 Instruments relating to indebtedness of subsidiaries of Qwest Communications International, Inc.

Indenture, dated as of April 15, 1990, by and between The Mountain States Telephone and Telegraph Company (currently named Qwest Corporation) and The First National Bank of Chicago , under which Qwest Corporation 's 7.375% Notes due 2030 were issue d (incorporated by reference to Exhibit 4.2 to Qwest Corporation's Annual Report on Form 10-K for the year ended December 31, 2002 (File No.

Indenture, dated as of April 15, 1990, by and between The Mountain States Telephone and Telegraph Company (currently named Qwest Corporation) and The First National Bank of Chicago, under which Qwest Corporation's 7.375% Notes due 2030 were issued (incorporated by reference to Exhibit 4.2 to Qwest Corporation's Annual Report on Form 10-K for the year ended December 31, 2002 (File No.

001-03040) filed with the Securities and Exchange Commission on January 13, 2004) .

Number Description

First Supplemental Indenture, dated as of April 16, 1991, by and between U S WEST Communications, Inc.

1 unchanged sentence

001-03040) filed with the Securities and Exchange Commission on January 13, 2004) .

Indenture, dated as of April 15, 1990, by and between Northwestern Bell Telephone Company (predecessor to Qwest Corporation) and The First National Bank of Chicago , under which Q west Corporation 's 7.250% Notes due 2025 and 7.750% Notes due 2030 were issued (incorporated by reference to Exhibit 4.5(b) to CenturyLink, Inc.'s Quarterly Report on Form 10-Q for the period ended March 31, 2012 (File No.

Number Description

Indenture, dated as of April 15, 1990, by and between Northwestern Bell Telephone Company (predecessor to Qwest Corporation) and The First National Bank of Chicago, under which Qwest Corporation's 7.250% Notes due 2025 and 7.750% Notes due 2030 were issued (incorporated by reference to Exhibit 4.5(b) to Registrant 's Quarterly Report on Form 10-Q for the period ended March 31, 2012 (File No.

001-07784) filed with the Securities and Exchange Commission on May 10, 2012).

19 unchanged sentences

03040) filed with the Securities and Exchange Commission on April 27, 2017).

Amended and Restated Credit Agreement, dated as of October 23, 2020, by and among Qwest Corporation, the several lenders from time to time parties thereto, and CoBank, ACB, as administrative agent (incorporated by reference to Exhibit 4.6(e) to Lumen Technologies, Inc.’s Annual Report on Form 10-K (File No.

Amended and Restated Credit Agreement, dated as of October 23, 2020, by and among Qwest Corporation, the several lenders from time to time parties thereto, and CoBank, ACB, as administrative agent (incorporated by reference to Exhibit 4.6(e) to Registrant ’s Annual Report on Form 10-K (File No.

001-07784) for the year ended December 31, 2020 filed with the Securities and Exchange Commission on February 25, 2021).

First Amendment to Amended and Restated Credit Agreement, dated as of March 27, 2023, by and between Qwest Corporation and CoBank, ACB, as administrative agent, amending the parties’ Amended and Restated Credit Agreement dated as of October 23, 2020 (incorporated by reference to Exhibit 10.2 to Registrant ’s Quarterly Report on Form 10-Q (File No.

001-07784) for the quarterly period ended March 31, 2023).

4.7 Instruments relating to indebtedness of Level 3 Communications, Inc.

5 unchanged sentences

First Supplemental Indenture, dated as of March 2, 2020, among Level 3 Parent LLC, as guarantor, Level 3 Communications, LLC, as guarantor, Level 3 Financing, Inc., as issuer, and The Bank of New York Mellon Trust Company, N.A., as trustee, designating and outlining the terms and conditions of Level 3 Communications, LLC's unsecured guarantee of the 4.625% Senior Notes due 2027 of Level 3 Financing, Inc.

(incorporated by reference to Exhibit 4.8(d)(i) to Lumen Technologies, Inc.’s Annual Report on Form 10-K (File No.

(incorporated by reference to Exhibit 4.8(d)(i) to Registrant ’s Annual Report on Form 10-K (File No.

001-07784) for the year ended December 31, 2020 filed with the Securities and Exchange Commission on February 25, 2021).

Second Supplemental Indenture, dated as of March 2, 2020, among Level 3 Parent LLC, as guarantor, Level 3 Communications, LLC, as guarantor, Level 3 Financing, Inc., as issuer, and The Bank of New York Mellon Trust Company, N.A., as trustee, relating to the subordination in any bankruptcy, liquidation or winding up proceeding of the guarantee by Level 3 Communications, LLC of the 4.625% Senior Notes due 2027 of Level 3 Financing, Inc.

(incorporated by reference to Exhibit 4.8(d)(ii) to Lumen Technologies, Inc.’s Annual Report on Form 10-K (File No.

(incorporated by reference to Exhibit 4.8(d)(ii) to Regist r a nt' s Annual Report on Form 10-K (File No.

001-07784) for the year ended December 31, 2020 filed with the Securities and Exchange Commission on February 25, 2021).

2 unchanged sentences

Supplemental Indenture, dated as of April 15, 2020, among Level 3 Financing, Inc., as issuer, The Bank of New York Mellon Trust Company, N.A., as trustee, and Level 3 Parent, LLC and several of its subsidiaries, as guarantors, designating and outlining the terms and conditions of the secured guarantees of the 3.400% Senior Secured Notes due 2027 of Level 3 Financing, Inc.

(incorporated by reference to Exhibit 4.8(e)(i) to Lumen Technologies, Inc.’s Annual Report on Form 10-K (File No.

(incorporated by reference to Exhibit 4.8(e)(i) to Regist rant ’s Annual Report on Form 10-K (File No.

001-07784) for the year ended December 31, 2020 filed with the Securities and Exchange Commission on February 25, 2021).

Supplement, dated as of October 26, 2023, to the Supplemental Indenture dated as of April 15, 2020, among Level 3 Financing, Inc., as Issuer, The Bank of New York Mellon Trust Company, N.A., as Trustee and Notes Collateral Agent, and Level 3 Parent, LLC and several of its subsidiaries, as guarantors, clarifying which subsidiaries are guarantors of the 3.400% Senior Secured Notes due 2027 of Level 3 Financing, Inc.

(incorporated by reference to Exhibit 4.1 to Registrant ’s Quarterly Report on Form 10-Q (File No.

001-07784) for the quarterly period ended September 30, 2023).

Second Supplemental Indenture, dated as of December 29, 2023, among Level 3 Financing, Inc., on behalf of itself as issuer and certain specified existing guarantors, The Bank of New York Mellon Trust Company, N.A., as trustee and collateral agent, Level 3 Parent, LLC, as guarantor, and several subsidiaries thereof, designating such subsidiaries as additional guarantors of Level 3 Financing, Inc.’s 3.400% Senior Secured Notes due 2027.

Indenture, dated as of November 29, 2019, among Level 3 Parent, LLC and the other guarantors party thereto, Level 3 Financing, Inc., as Issuer, and The Bank of New York Mellon Trust Company, N,A., as Trustee and Notes Collateral Agent, designating and outlining the terms and conditions of Level 3 Financing, Inc.’s 3.875% Senior Secured Notes due 2029 (incorporated by reference to Exhibit 10.3 to Level 3 Parent, LLC’s Current Report on Form 8-K (File No.

1 unchanged sentence

Supplemental Indenture, dated as of April 15, 2020, among Level 3 Financing, Inc., as issuer, The Bank of New York Mellon Trust Company, N.A., as trustee, and Level 3 Parent, LLC and several of its subsidiaries, as guarantors, designating and outlining the terms and conditions of the secured guarantees of the 3.875% Senior Secured Notes due 2029 of Level 3 Financing, Inc.

(incorporated by reference to Exhibit 4.8(f)(i) to Lumen Technologies, Inc.’s Annual Report on Form 10-K (File No.

(incorporated by reference to Exhibit 4.8(f)(i) to Registrant ’s Annual Report on Form 10-K (File No.

001-07784) for the year ended December 31, 2020 filed with the Securities and Exchange Commission on February 25, 2021).

Number Description

Supplement, dated as of October 26, 2023, to the Supplemental Indenture dated as of April 15, 2020, among Level 3 Financing, Inc., as Issuer, The Bank of New York Mellon Trust Company, N.A., as Trustee and Notes Collateral Agent, and Level 3 Parent, LLC and several of its subsidiaries, as guarantors, clarifying which subsidiaries are guarantors of the 3.875% Senior Secured Notes due 2029 of Level 3 Financing, Inc.

(incorporated by reference to Exhibit 4.2 to Registrant ’s Quarterly Report on Form 10-Q (File No.

001-07784) for the quarterly period ended September 30, 2023).

Indenture, dated as of June 15, 2020, among Level 3 Parent, LLC, as Guarantor, Level 3 Financing, Inc., as Issuer, and The Bank of New York Mellon Trust Company, N.A., as Trustee, relating to the 4.250% Senior Notes due 2028 of Level 3 Financing, Inc.

(incorporated by reference to Exhibit 4.1 to Lumen Technologies, Inc.'s Current Report on Form 8-K (File No.

(incorporated by reference to Exhibit 4.1 to Registrant 's Current Report on Form 8-K (File No.

001-07784) filed with the Securities and Exchange Commission on June 15, 2020).

Number Description

First Supplemental Indenture, dated as of December 21, 2020, among Level 3 Parent LLC, as guarantor, Level 3 Communications, LLC, as guarantor, Level 3 Financing, Inc., as issuer, and The Bank of New York Mellon Trust Company, N.A., as trustee, designating and outlining the terms and conditions of Level 3 Communications, LLC’s unsecured guarantee of the 4.250% Senior Notes due 2028 of Level 3 Financing, Inc.

(incorporated by reference to Exhibit 4.8(g)(i) to Lumen Technologies, Inc.’s Annual Report on Form 10-K (File No.

(incorporated by reference to Exhibit 4.8(g)(i) to Registrant ’s Annual Report on Form 10-K (File No.

001-07784) for the year ended December 31, 2020 filed with the Securities and Exchange Commission on February 25, 2021).

Second Supplemental Indenture, dated as of December 21, 2020, among Level 3 Parent LLC, as guarantor, Level 3 Communications, LLC, as guarantor, Level 3 Financing, Inc., as issuer, and The Bank of New York Mellon Trust Company, N.A., as trustee, relating to the subordination in any bankruptcy, liquidation or winding up proceeding of the guarantee by Level 3 Communications, LLC of the 4.250% Senior Notes due 2028 of Level 3 Financing, Inc.

(incorporated by reference to Exhibit 4.8(g)(ii) to Lumen Technologies, Inc.’s Annual Report on Form 10-K (File No.

(incorporated by reference to Exhibit 4.8(g)(ii) to Regist rant ’s Annual Report on Form 10-K (File No.

001-07784) for the year ended December 31, 2020 filed with the Securities and Exchange Commission on February 25, 2021).

Indenture, dated August 12, 2020, among Level 3 Parent, LLC, as Guarantor, Level 3 Financing, Inc., as Issuer, and The Bank of New York Mellon Trust Company, N.A., as Trustee, relating to the 3.625% Senior Notes due 2029 of Level 3 Financing, Inc.

(incorporated by reference to Exhibit 4.1 to Lumen Technologies, Inc.'s Current Report on Form 8-K (File No.

(incorporated by reference to Exhibit 4.1 to Registr ant 's Current Report on Form 8-K (File No.

001-07784) filed with the Securities and Exchange Commission on August 12, 2020).

First Supplemental Indenture, dated as of December 21, 2020, among Level 3 Parent LLC, as guarantor, Level 3 Communications, LLC, as guarantor, Level 3 Financing, Inc., as issuer, and The Bank of New York Mellon Trust Company, N.A., as trustee, designating and outlining the terms and conditions of Level 3 Communications, LLC’s unsecured guarantee of the 3.625% Senior Notes due 2029 of Level 3 Financing, Inc.

(incorporated by reference to Exhibit 4.8(h)(i) to Lumen Technologies, Inc.’s Annual Report on Form 10-K (File No.

(incorporated by reference to Exhibit 4.8(h)(i) to Registrant ’s Annual Report on Form 10-K (File No.

001-07784) for the year ended December 31, 2020 filed with the Securities and Exchange Commission on February 25, 2021).

Second Supplemental Indenture, dated as of December 21, 2020, among Level 3 Parent LLC, as guarantor, Level 3 Communications, LLC, as guarantor, Level 3 Financing, Inc., as issuer, and The Bank of New York Mellon Trust Company, N.A., as trustee, relating to the subordination in any bankruptcy, liquidation or winding up proceeding of the guarantee by Level 3 Communications, LLC of the 3.625% Senior Notes due 2029 of Level 3 Financing, Inc.

(incorporated by reference to Exhibit 4.8(h)(ii) to Lumen Technologies, Inc.’s Annual Report on Form 10-K (File No.

(incorporated by reference to Exhibit 4.8(h)(ii) to Registrant ’s Annual Report on Form 10-K (File No.

001-07784) for the year ended December 31, 2020 filed with the Securities and Exchange Commission on February 25, 2021).

Number Description

Indenture, dated January 13, 2021, among Level 3 Parent, LLC, as Guarantor, Level 3 Financing, Inc., as Issuer, and The Bank of New York Mellon Trust Company, N.A., as Trustee, relating to the 3.750% Sustainability-Linked Senior Notes due 2029 of Level 3 Financing, Inc.

(incorporated by reference to Exhibit 4.1 to Lumen Technologies, Inc.'s Current Report on Form 8-K (File No.

(incorporated by reference to Exhibit 4.1 to Registrant 's Current Report on Form 8-K (File No.

001-07784) filed with the Securities and Exchange Commission on January 13, 2021).

First Supplemental Indenture, dated as of May 7, 2021, among Level 3 Parent, LLC, as guarantor, Level 3 Communications, LLC, as guarantor, Level 3 Financing, Inc., as issuer, and The Bank of New York Mellon Trust Company, N.A., as trustee, designating and outlining the terms and conditions of Level 3 Communications, LLC’s unsecured guarantee of the 3.750% Sustainability-Linked Senior Notes due 2029 of Level 3 Financing, Inc.

(incorporated by reference to Exhibit 4.8(h)(i) to Lumen Technologies, Inc.'s Annual Report on Form 10-K (File No.

(incorporated by reference to Exhibit 4.8(h)(i) to Registrant 's Annual Report on Form 10-K (File No.

001-07784) filed with the Securities and Exchange Commission on February 24, 2022).

Number Description

Second Supplemental Indenture, dated as of May 7, 2021, among Level 3 Parent, LLC, as guarantor, Level 3 Communications, LLC, as guarantor, Level 3 Financing, Inc., as issuer, and The Bank of New York Mellon Trust Company, N.A., as trustee, relating to the subordination in any bankruptcy, liquidation or winding up proceeding of the guarantee by Level 3 Communications, LLC of the 3.750% Sustainability-Linked Senior Notes due 2029 of Level 3 Financing, Inc.

(incorporated by reference to Exhibit 4.8(h)(ii) to Lumen Technologies, Inc.'s Annual Report on Form 10-K (File No.

(incorporated by reference to Exhibit 4.8(h)(ii) to Registrant 's Annual Report on Form 10-K (File No.

001-07784) filed with the Securities and Exchange Commission on February 24, 2022).

Indenture dated March 31, 2023, among Level 3 Financing, Inc., as Issuer, Level 3 Parent, LLC, as Guarantor, the subsidiary guarantors party thereto, and The Bank of New York Mellon Trust Company, as Trustee and Note Collateral Agent, designating and outlining the terms and conditions of Level 3 Financing, Inc.’s 10.500% Senior Secured Notes due 2030 (incorporated by reference to Exhibit 4.1 to Registrant’s Current Report on Form 8 K (File No.

001-07784) filed with the Securities and Exchange Commission on March 31, 2023).

Supplemental Indenture, dated as of October 23, 2023, among Level 3 Financing, Inc., as Issuer, The Bank of New York Mellon Trust Company, N.A., as Trustee and Notes Collateral Agent, and Level 3 Parent, LLC and several of its subsidiaries, as guarantors, designating and outlining the terms and conditions of certain specified secured guarantees of the 10.500% Senior Secured Notes due 2030 of Level 3 Financing, Inc.

(incorporated by reference to Exhibit 4.3 to Registrant’s Quarterly Report on Form 10-Q (File No.

001-07784) for the quarterly period ended September 30, 2023).

Thirteenth Amendment Agreement to the Amended and Restated Credit Agreement, dated as of November 29, 2019, by and between Level 3 Parent, LLC, Level 3 Financing, Inc., the Lenders party thereto and Merrill Lynch Capital Corporation (incorporated by reference to Exhibit 10.1 to Level 3 Parent, LLC's Current Report on Form 8-K (File No.

001-35134) filed with the Securities and Exchange Commission on December 4, 2019).

10.1+ CenturyLink 2011 Equity Incentive Plan, as amended through May 18, 2016 (incorporated by reference to Appendix A of CenturyLink, Inc.'s Proxy Statement dated April 1, 2016 as filed with the Securities and Exchange Commission on Schedule 14A (File No.

001-07784) ) .

Form of Restricted Stock Agreement for annual time-based equity grants to certain executive officers in 2018 (not including Jeffrey K.

Storey) (incorporated by reference to Exhibit 10.1(v) to CenturyLink.

Inc.'s Annual Report on Form 10-K for the year ended December 31, 2018 (File No.

001-07784) filed with the Securities and Exchange Commission on March 11, 2019).

10.2+ Amended and Restated Lumen Technologies, Inc.

2018 Equity Incentive Plan (incorporated by reference to Exhibit 10.1 to Lumen Technologies, Inc.’s Quarterly Report on Form 10-Q (File No.

001-07784) filed with the Securities and Exchange Commission on November 5, 2020).

Form of Restricted Stock Agreement for annual equity grants to non-management directors beginning in 2018 (incorporated by reference to Exhibit 10.1A to CenturyLink, Inc.’s Quarterly Report on Form 10-Q for the period ended June 30, 2018 (File No.

LIBOR Transition Amendment, dated as of March 17, 2023, by and among Level 3 Parent, LLC, Level 3 Financing, Inc., the Subsidiary Loan Parties party thereto, and Merrill Lynch Capital Corporation, as administrative agent, amending the parties’ Amended and Restated Credit Agreement dated as of November 29, 2019 (incorporated by reference to Exhibit 10.3 to Registrant ’s Quarterly Report on Form 10-Q (File No.

001-07784) for the quarterly period ended March 31, 2023).

Registrant's S econd A mended and Restated 2018 Equity Incentive Plan , as amended and re stated through May 17, 2023 (incorporated by reference to Exhibit 10.1 to Lumen Technologies, Inc.’s Current Report on Form 8-K (File No.

001-07784) filed with the Securities and Exchange Commission on May 17 , 202 3 ).

Number Description

Form of Restricted Stock Agreement for annual equity grants to non-management directors beginning in 2018 (incorporated by reference to Exhibit 10.1A to Registrant ’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2018 (File No.

001-07784) filed with the Securities and Exchange Commission on August 9, 2018).

(ii) Form of RSU Agreement for annual time-based equity grants to Jeffrey K.

Storey (incorporated by reference to Exhibit 10.2(vi ) to Lumen Technologies, Inc.’s Annual Report on Form 10-K (File No.

Storey (incorporated by reference to Exhibit 10.2(vi) to Registrant ’s Annual Report on Form 10-K (File No.

001-07784) filed with the Securities and Exchange Commission on February 24, 2022).

(iii) Form of RSU Agreement for annual performance-based equity grants to Jeff re y K.

Storey (incorporated by reference to Exhibit 10.2(vii) to Lumen Technologies, Inc.’s Annual Report on Form 10-K (File No.

(iii) Form of Restricted Stock Agreement for annual time-based equity grants to certain executive officers (incorporated by reference to Exhibit 10.2(viii) to Registrant’s Annual Report on Form 10 - K (File No.

001-07784) filed with the Securities and Exchange Commission on February 24, 2022).

(iv) Form of Restricted Stock Agreement for annual time-based equity grants to certain executive officers (other than Jeffrey K.

Storey) (incorporated by reference to Exhibit 10.2(viii) to Lumen Technologies, Inc.’s Annual Report on Form 10-K (File No.

(iv) Form of Restricted Stock Agreement for annual performance-based equity grants to certain executive officers (incorporated by reference to Exhibit 10.2(ix) to Registrant’s Annual Report on Form 10-K (File No.

001-07784) filed with the Securities and Exchange Commission on February 24, 2022).

(v) Form of Restricted Stock Agreement for annual performance-based equity grants to certain executive officers (other than Jeffrey K.

Storey) (incorporated by reference to Exhibit 10.2(ix) to Lumen Technologies, Inc.’s Annual Report on Form 10-K (File No.

(v) Form of Restricted Stock Agreement for annual time-based equity grants to Kate Johnson (incorporated by reference to Exhibit 10.2(vi) to Registrant’s Annual Report on Form 10-K for the year ended December 31, 2022 (File No.

001-00784) filed with the Securities and Exchange Commission on February 23, 2023).

(vi)* Form of Restricted Stock Agreement for annual time-based equity grants to Kate Johnson

(vii)* Restricted Stock Agreement for sign-on time-based award to Kate Johnson on November 7, 2022.

10.3+ Supplemental Dollars & Sense Plan, 2014 Restatement, effective January 1, 2014 (incorporated by reference to Exhibit 10.3 to CenturyLink, Inc.'s Annual Report on Form 10-K for the year ended December 31, 2018 (File No.

Restricted Stock Agreement for sign-on time-based award to Kate Johnson on November 7, 2022 (incorporated by reference to Exhibit 10.2(vii) to Registrant’s Annual Report on Form 10 K for the year ended December 31, 2022 (File No.

001-00784) filed with the Securities and Exchange Commission on February 23, 2023).

Registrant's S upplemental Dollars & Sense Plan, 2014 Restatement, effective January 1, 2014 (incorporated by reference to Exhibit 10.3 to Registrant 's Annual Report on Form 10-K for the year ended December 31, 2018 (File No.

001-07784) filed with the Securities and Exchange Commission on March 11, 2019).

10.4+ Supplemental Defined Benefit Pension Plan, effective as of January 1, 2012 (incorporated by reference to Exhibit 10.5 to CenturyLink, Inc.'s Annual Report on Form 10-K for the year ended December 31, 2011 (File No.

Registrant's S upplemental Defined Benefit Pension Plan, effective as of January 1, 2012 (incorporated by reference to Exhibit 10.5 to Registrant 's Annual Report on Form 10-K for the year ended December 31, 2011 (File No.

001-07784) filed with the Securities and Exchange Commission on February 28, 2012).

Number Description

10.5+* Lumen Technologies, Inc.

Short-Term Incentive Plan - Annual .

10.6+ Form of Indemnification Agreement entered into between CenturyLink, Inc.

and each of its directors as of February 24, 2016 (incorporated by reference to Exhibit 10.1 to CenturyLink, Inc.'s Current Report on Form 8-K (File No.

R egistrant's - Short-Term Incentive Pl an - Annual (incorporated by reference to Exhibit 10.5 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2022 (File No.

00 1-07784) filed with the Securities and Ex change Commission on February 23, 2023).

Form of Indemnification Agreement entered into between Registrant and each of its directors on or after February 24, 2016 (incorporated by reference to Exhibit 10.1 to Registrant 's Current Report on Form 8-K (File No.

001-07784) filed with the Securities and Exchange Commission on February 29, 2016).

10.7+ Form of Indemnification Agreement entered into between CenturyLink, Inc.

and each of its officers as of February 24, 2016 (incorporated by reference to Exhibit 10.2 to CenturyLink, Inc.'s Current Report on Form 8-K (File No.

Form of Indemnification Agreement entered into between Registrant and each of its officers on or after February 24, 2016 (incorporated by reference to Exhibit 10.2 to Registrant's Current Report on Form 8-K (File No.

001-07784) filed with the Securities and Exchange Commission on February 29, 2016).

10.8+* Change of Control Agreement, by and between Kate Johnson and Lumen Technologi es, Inc

10.9+ Form of Change of Control Agreement, effective January 1, 2011 between CenturyLink, Inc.

and each of its other executive officers (incorporated by reference to Exhibit 10.12 to CenturyLink, Inc.'s Annual Report on Form 10-K for the year ended December 31, 2010 (File No.

Change of Control Agreement, by and between Kate Johnson and Registrant (inco rporated by reference to Exhibit 10.8 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2022 (File No.

001-07784) filed with the Se curities and Exchange Commission on February 23, 2023.

Form of Change of Control Agreement, on or after January 1, 2011 between Registrant and each of its other executive officers (incorporated by reference to Exhibit 10.12 to Registrant 's Annual Report on Form 10-K for the year ended December 31, 2010 (File No.

001-07784) filed with the Securities and Exchange Commission on March 1, 2011).

10.10+ Amended and Restated Lumen Executive Severance Plan, effective October 10, 2017 (with updated exhibits and branding as of October 2020) (incorporated by reference to Exhibit 10.11 to Lumen Technologies, Inc.’s Annual Report on Form 10-K (File No.

Registrant's A mended and Restated Lumen Executive Severance Plan, effective October 10, 2017 (with updated exhibits and branding as of October 2020) (incorporated by reference to Exhibit 10.11 to Registrant ’s Annual Report on Form 10-K (File No.

001-07784) filed with the Securities and Exchange Commission on February 24, 2022).

Number Description

Amended and Restated CenturyLink, Inc.

Bonus Life Insurance Plan for Executive Officers, dated as of April 3, 2008 (incorporated by reference to Exhibit 10.4 to CenturyLink, Inc.'s Quarterly Report on Form 10-Q for the period ended March 31, 2008 (File No.

001-07784) filed with the Securities and Exchange Commission on May 7, 2008) and First Amendment thereto (incorporated by reference to Exhibit 10.13 to CenturyLink, Inc.'s Quarterly Report on Form 10-Q for the period ended September 30, 2010 (File No.

001-07784) filed with the Securities and Exchange Commission on November 5, 2010).

10.12+ Offer letter between CenturyLink, Inc.

and Jeffrey K.

Storey, effective May 23, 2018 (incorporated by reference to Exhibit 10.1 to CenturyLink, Inc.’s Current Report on Form 8-K (File No.

001-07784), filed with the Securities and Exchange Commission on May 25, 2018, which amended, restated and superseded the offer letter between CenturyLink, Inc.

and Jeffrey K.

Storey, effective April 27, 2017 (incorporated by reference to Exhibit 10.1 to CenturyLink, Inc.'s Current Report on Form 8-K (File No.

001-07784) filed with the Securities and Exchange Commission on November 1, 2017).

10.13+ Offer letter between CenturyLink, Inc.

and Indraneel Dev, effective November 6, 2018 (incorporated by reference to Exhibit 10.1 to CenturyLink, Inc.’s Current Report on Form 8-K (File No.

Bonus Life Insurance Plan for Executive Officers, dated as of April 3, 2008 (incorporated by reference to Exhibit 10.4 to Registrant 's Quarterly Report on Form 10-Q for the period ended March 31, 2008 (File No.

001-07784) filed with the Securities and Exchange Commission on May 7, 2008) and First Amendment thereto (incorporated by reference to Exhibit 10.13 to Registrant 's Quarterly Report on Form 10-Q for the period ended September 30, 2010 (File No.

001-07784) filed with the Securities and Exchange Commission on November 5, 2010).

10.14+ Offer Letter dated September 12, 2022 between Lumen Technologies, Inc.

and Kate Johnson (incorporated by reference to Exhibit 10.1 to Lumen Technologies, Inc.'s Current Report on Form 8-K (File No.

001-07784) filed with the Securities and Exchange Commission on September 13, 2022).

10.15+ Offer Letter dated March 24, 2022 between Lumen Technologies, Inc.

and Christopher D.

Stansbury (incorporated by reference to Exhibit 10.1 to Lumen Technologies, Inc.'s Quarterly Report on Form 10-Q for the period ended March 31, 2022 (File No.

001-07784) filed with the Securities and Exchange Commission on May 4, 2022).

10.16+ Lumen Supplemental Savings Plan, as amended and restated (incorporated by reference to Exhibit 10.2 to Lumen Technologies, Inc.'s Quarterly Report on Form 10-Q for the period ended March 31, 2022 (File No.

Regist ra nt's Supplemental Savings Plan, as amended and restated (incorporated by reference to Exhibit 10.2 to Registrant 's Quarterly Report on Form 10-Q for the period ended March 31, 2022 (File No.

001-07784) filed with the Securities and Exchange Commission on May 4, 2022).

10.17+ Lumen Non-Employee Director Deferred Compensation Plan, effective April 18, 2019 (updated for branding as of October 2020) (incorporated by reference to Exhibit 10.15 to Lumen Technologies, Inc.'s Annual Report on Form 10-K (File No.

Registrant's Non-Employee Director Deferred Compensation Plan, effective April 18, 2019 (updated for branding as of October 2020) (incorporated by reference to Exhibit 10.15 to Registrant 's Annual Report on Form 10-K (File No.

001-07784) filed with the Securities and Exchange Commission on February 24, 2022).

Number Description

Legacy Qwest Deferred Compensation Plan for Nonemployee Directors, as amended and restated, Amendment to Deferred Compensation Plan for Nonemployee Directors (incorporated by reference to Exhibit 10.2 to Qwest Communications International Inc.'s Current Report on Form 8-K (File No.

1 unchanged sentence

001-15577) filed with the Securities and Exchange Commission on October 29, 2008) and Amendment No.

2011-1 to Deferred Compensation Plan for Nonemployee Directors (incorporated by reference to Exhibit 10.15(c) to CenturyLink, Inc.'s Annual Report for the year ended December 31, 2011 (File No.

2011-1 to Deferred Compensation Plan for Nonemployee Directors (incorporated by reference to Exhibit 10.15(c) to Registrant 's Annual Report for the year ended December 31, 2011 (File No.

001-07784) filed with the Securities and Exchange Commission on February 28, 2012).

10.14+ Retention Letter between Lumen Technologies, Inc.

and Shaun Andrews, dated December 9, 2022

10.20+* Retention Letter between Lumen Technologies, Inc.

and Stacey Goff, dated December 9, 2022

21* Subsidiaries of Lumen Technologies, Inc.

and Stacey Goff, dated December 9, 2022 (incorporated by reference to Exhibit 10.20 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2022 (File No.

001-00784) filed with the Securities and Exchange Commission on February 23, 2023).

Offer Letters (3)

Offer Letter dated September 12, 2022 between Registrant and Kate Johnson (incorporated by reference to Exhibit 10.1 to Registrant's Current Report on Form 8-K (File No.

001-07784) filed with the Securities and Exchange Commission on September 13, 2022).

Offer Letter dated March 24, 2022 between Registrant and Christopher D.

Stansbury (incorporated by reference to Exhibit 10.1 to Registrant's Quarterly Report on Form 10-Q for the period ended March 31, 2022 (File No.

001-07784) filed with the Securities and Exchange Commission on May 4, 2022).

Offer Letter dated December 5, 2022 between Regist rant and Ashley Haynes-Gaspar .

Amended and Restated Transaction Support Agreement by and among Registrant, Level 3 Financing, Inc., Qwest Corporation, and the Consenting Parties identified therein, dated January 22, 2024 (incorporated by reference to Exhibit 10.1 to Registrant’s Current Report on Form 8-K (File No.

001-07784) filed with the Securities and Exchange Commission on January 25, 2024).

21* Subsidiaries of Registrant .

23* Independent Registered Public Accounting Firm Consent.

31.1* Certification of the Chief Executive Officer of Lumen Technologies, Inc.

31.1* Certification of the Chief Executive Officer o f L ume n Technologies , Inc.

furnished pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2* Certification of the Chief Financial Officer of Lumen Technologies, Inc.

31.2* Certification of the Chief Financial Officer o f L u m e n Technologies, In c.

furnished pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

1 unchanged sentence

pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2* Certification of the Chief Financial Officer of Lumen Technologies, Inc.

32.2* Certification of the Chief Financial Officer o f Lumen Techn o log ies, Inc.

pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101* Financial statements from the annual report on Form 10-K of Lumen Technologies, Inc.

for the period ended December 31, 2022, formatted in Inline XBRL:

Registrant’s Policy Relating to Recovery of Erroneously Awarded Compensation, adopted August 16, 2023.

Number Description

101* Financial statements from the annual report on Form 10-K of Registrant for the period ended December 31, 2023, formatted in Inline XBRL:

(i) the Consolidated Statements of Operations, (ii) the Consolidated Statements of Comprehensive (Loss) Income, (iii) the Consolidated Balance Sheets, (iv) the Consolidated Statements of Cash Flows, (v) the Consolidated Statements of Stockholders' Equity and (vi) the Notes to Consolidated Financial Statements.

3 unchanged sentences

_______________________________________________________________________________

(1) This corrected version of this instrument supersedes the prior version filed with the Securities and Exchange Commission on November 20, 2023.

(2) Certain of the items in Sections 4.5, 4.6 and 4.7 (i) omit supplemental indentures or other instruments governing debt that has been retired, or (ii) refer to trustees who may have been replaced, acquired or affected by similar changes.

1 unchanged sentence

Additional documentation regarding the credit agreement of Level 3 Parent, LLC and its affiliates is available in reports filed by Level 3 Parent, LLC with the Securities and Exchange Commission.

(3) Offer letters present information regarding the executive's initial compensation only.

SUMMARY OF BUSINESS AND FINANCIAL INFORMATION

9 unchanged sentences

Signature Title Date

/s/ Kate Johnson President and Chief Executive Officer February 23, 2023

Michael Glenn Non-Executive Chairman of the Board February 23, 2023

Michael Glenn

Bruce Hanks Non-Executive Vice Chairman of the Board February 23, 2023

/s/ Chris Stansbury Executive Vice President and Chief Financial Officer February 23, 2023

/s/ Kate Johnson President and Chief Executive Officer (Principal Executive Officer)

February 22, 2024

/s/ Chris Stansbury Executive Vice President and Chief Financial Officer (Principal Financial Officer)

February 22, 2024

Chris Stansbury

1 unchanged sentence

Andrea Genschaw

Michael Glenn Non-Executive Chairman of the Board

February 22, 2024

Michael Glenn

/s/ Jim Fowler

Director February 22, 2024

/s/ Quincy L.

14 unchanged sentences

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.

What changed 10-K

Item 9A. Controls and Procedures