Award Timing Disclosure

12 Months Ended

Dec. 31, 2024

Award Timing Disclosures [Line Items]

Award Timing MNPI Disclosure

The company provides the following discussion of the timing of option awards in relation to the disclosure of

material nonpublic information, as required by Item 402(x) of Regulation S-K. The company did not grant any

stock options to executive officers of the company, including NEOs, in the last completed fiscal year. The equity

compensation awards have historically included RSUs, PSUs and stock options and the company is returning to

this mix for NEOs in 2025.

Generally, the company grants equity awards on a predetermined schedule. In February of each year, the CHC

Committee or, with respect to the CEO’s equity award, the independent members of the Board, review and

approve the value and amount of the equity compensation to be awarded to executive officers and non-employee

directors. The grant of approved equity awards then typically occurs in early March, which is usually after the

filing of the company’s Annual Report on Form 10-K, which is generally filed in mid-February.

As a result the company does not generally grant stock options during periods in which there is material

nonpublic information about the company, including outside a “trading window” established in connection with the

public release of earnings information under the company’s Securities Trading Policy.

The CHC Committee and, with respect to the CEO’s equity award, the independent members of the Board, do

not take material nonpublic information into account when determining the timing and terms of equity awards.

Stock options may occasionally be awarded on an off-cycle basis, including to new hires. It is the company’s

historic practice to grant off-cycle stock option awards on the first trading date in June, September and

December.

The company has not timed the disclosure of material nonpublic information to affect the value of executive

compensation.

Award Timing Predetermined

true

Award Timing, How MNPI Considered

The company has not timed the disclosure of material nonpublic information to affect the value of executive compensation.

MNPI Disclosure Timed for Compensation Value

false