| Size of Board |
11 |
| Diverse Board (encompassing Gender, Ethnicity, Experience and Skills) |
Yes |
| Number of Independent Directors |
10 |
| Number of Board Meetings Held in Fiscal 2022 |
4 |
| 75% Meeting Attendance in Fiscal 2022 by Incumbent Directors Standing for Election in 2023 |
Yes |
| Independent Directors Hold Executive Sessions Without Management Present |
Yes |
| Separate Chairman and CEO |
No |
| Director Retirement Standard |
Yes (75) |
| Independent Lead Director |
Yes |
| Annual Review of Board Independence |
Yes |
| Annual Board Self-Evaluation |
Yes |
| Annual Committee Self-Evaluations |
Yes |
| Board-Approved Corporate Governance Guidelines |
Yes |
| Standards of Business Conduct/Ethics Policy |
Yes |
| Charters for Board Committees |
Yes |
| Committee Members Are All Independent |
Yes |
| Financial Experts on Audit Committee |
Yes, 4 |
| Board Orientation and Education Program |
Yes |
| Compensation Consultant Independence Policy |
Yes |
| Annual Election of All Directors |
Yes |
| Majority Vote for Election of Directors in Uncontested Elections |
Yes |
| Single Class of Voting Securities |
Yes |
| Annual Equity Grant to Non-Employee Directors |
Yes |
| Director Stock Ownership Policy |
Yes |
| Executive Stock Ownership Policy |
Yes |
| Stockholder-Approved Rights Agreement (Pill) |
Yes |
| Double Trigger Vesting in Change in Control Required for Unvested Employee Equity Awards |
Yes |
| Policy for the Retention of Independent Auditors |
Yes |
| Annual “Say on Pay” Advisory Vote on Executive Compensation |
Yes |
| Executive Compensation Clawback Policy |
Yes |
| Anti-Hedging Policy for All Employees and Directors |
Yes |
| Investor Stewardship Group Principles Alignment |
Yes |
| Related Party Transactions (per Regulation S-K Item 404(a)) |
None |