ROADMAP OF VOTING ITEMS

PROPOSAL 1 Election of Directors

(page 10)

We are asking shareholders to vote on each director nominee to the Board of Directors (Board) named in the Proxy Statement. The Board and Nominating and Corporate Governance Committee believe that the director nominees have the qualifications, experience and skills necessary to represent shareholder interests through service on the Board.

FOR EACH NOMINEE

PROPOSAL 2 Advisory Vote to Approve Named Executive Officer Compensation (Say on Pay)

(page 27)

We have designed our executive compensation program to attract and retain high-performing executives and align executive pay with Company performance and the long-term interests of its shareholders. We are seeking a non-binding advisory vote from our shareholders to approve the compensation of our named executive officers (NEOs) as described in this Proxy Statement. The Board values shareholders’ opinions, and the Compensation Committee will take into account the outcome of the advisory vote when considering future executive compensation decisions.

PROPOSAL

3 Advisory Vote on Frequency of Advisory Votes to Approve Named Executive Officer

Compensation

(page 28)

This item affords you the opportunity to cast a non-binding advisory vote on how often we include a say-on-pay proposal in our proxy materials for future annual shareholder meetings. Shareholders may vote to have the say-on-pay vote every one year, every two years or every three years or shareholders may abstain from voting. The Board believes that say-on-pay votes should be conducted every year.

FOR ONE YEAR

PROPOSAL 4 Ratification of Appointment of Independent Registered Public Accounting Firm

(page 60)

The Audit Committee has appointed PwC to serve as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023. The Audit Committee and the Board believe that the continued retention of PwC to serve as the independent auditor is in the best interests of the Company and its shareholders. As a matter of good corporate governance, shareholders are being asked to ratify the Audit Committee’s appointment of PwC.