The ownership target for the Chief Executive Officer (“CEO”) is five times his annual base salary, the target for each of the Company’s Senior Vice Presidents is two and one-half times his or her annual base salary, and the target for the Company’s Vice Presidents who are permanent (not interim) members of the Company’s “Executive Leadership Team” (a group consisting of the current executive officers named in the Summary Compensation Table that appears later in this Proxy Statement plus four other executive officers of the Company) is one-and-one-half times his or her annual base salary. Executive officers have targets based on a multiple of their annual base salary. The ownership target for non-employee directors is shares of the Company’s common stock having a value of at least five times the then-current amount of the annual Board retainer. ![]() The guidelines restrict a director’s or executive officer’s ability to sell shares received upon the exercise of options or vesting of other stock-based awards until they have achieved their ownership targets. These guidelines set ownership targets for each director and executive officer, with the expectation that the target be achieved within five years of the date the individual becomes subject to the target. ![]() The Board has established stock ownership guidelines for directors and executive officers.
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