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Insider Trading Arrangements

3 Months Ended

Mar. 31, 2024

Rule 10b5-1 Trading Plans

During the quarter ended March 31, 2024, none of the Company’s Section 16 officers or directors informed us of the adoption, modification, or termination of a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as those terms are defined in Regulation S-K, Item 408, except as described in the table below:

Name & Title

Date Adopted

Character of Trading Arrangement (1)

Aggregate Number of Shares of Common Stock to be Purchased or Sold Pursuant to Trading Arrangement

Duration (2)

Other Material Items

Date Terminated

Charles Willis, Executive Chairman

September 6, 2023

Rule 10b5-1 Trading Arrangement

Up to 50,000 shares to be sold (3)

March 4, 2024 (4)

N/A

February 9, 2024

(1) Except as indicated by footnote, each trading arrangement marked as a “Rule 10b5-1 Trading Arrangement” is intended to satisfy the affirmative defense of Rule 10b5-1(c), as amended (the “Rule”).

(2) Except as indicated by footnote, each trading arrangement permitted or permits transactions through and including the earlier to occur of (a) the completion of all purchases or sales or (b) the date listed in the table. Each trading arrangement marked as a “Rule 10b5-1 Trading Arrangement” only permitted or only permits transactions upon expiration of the applicable mandatory cooling-off period under the Rule.

(3) Charles Willis’s trading plan provides for the sale of up to 50,000 shares of the Company’s common stock, subject to price and volume limits.

(4) The arrangement also provides for automatic termination in the event of completion of all sales contemplated under the trading arrangement, Charles Willis’s death or legal incapacity, written notice from Charles Willis of termination of the trading arrangement, determination by the broker that the trading arrangement has been terminated or that a breach by Charles Willis has occurred, or upon the broker’s exercise of its termination rights under the trading arrangement.

Non-Rule 10b5-1 Arrangement Adopted

false

Rule 10b5-1 Arrangement Terminated

false

Non-Rule 10b5-1 Arrangement Terminated

false

Charles Willis [Member]

Trading Arrangements, by Individual

Name

Charles Willis

Title

Executive Chairman