Fact Sheet

Board of Directors Information

2018 *

Size of Board

12

Average Age of Directors

63

Number of Independent Directors

10

Diverse Board (as to Gender, Ethnicity, Experience and Skills)

Yes

Annual Election of All Directors

Yes

Director Tenure - Average Years

7

Majority Voting for Directors

Yes

Separate Chairman & CEO

No

Lead Independent Director

Yes

Independent Directors Meet Without Management Present

Yes

Annual Board and Committee Self-Evaluations

Yes

Annual Independent Director Evaluation of Chairman and CEO
including His Interactions with Board

Yes

Annual Equity Grant to Non-Employee Directors**

Yes

Board Orientation/Education Program

Yes

Number of Board Meetings Held or Scheduled

8

Code of Business Conduct and Ethics for Directors

Yes

Corporate Compliance Program

Yes

Board-Level Regulatory and Compliance Committee

Yes

Disclosure Committee for Financial Reporting

Yes

Annual Advisory Approval of Executive Compensation

Yes

Shareholder Ability to Call Special Meetings (10% Threshold)

Yes

Policy Prohibiting Use of Corporate Funds for
Direct Independent Expenditures in Federal and State Elections

Yes

Rigorous Process and Expanded Disclosure
Related to Corporate Political Expenditures

Yes