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Insider Trading Arrangements

3 Months Ended

6 Months Ended

Jun. 30, 2023

During the three months ended June 30, 2023, each of the following directors and/or officers adopted or terminated a “Rule 10b5-1 trading arrangement”, as such term is defined in Item 408(a) of Regulation S-K. All trading plans that were adopted during the period were entered into during an open insider trading window and are intended to satisfy the affirmative defense of Rule 10b5-1-(c) under the Securities Exchange Act of 1934, as amended, and our policies regarding transactions in our securities. No director or officer adopted or terminated a "non-Rule 10b5-1 trading arrangement," as such term is defined in Item 408(a) of Regulation S-K.

Date

Action

Expiration Date

Total Shares to be Sold

Mike Campbell, Chief Sales Officer

May 17, 2023

Adoption

April 30, 2024

See footnote (1)

Scott Crenshaw, Executive Vice President and General Manager, Digital Services

May 26, 2023

Adoption

September 30, 2023

See footnote (2)

Charles Meyers, Director, Chief Executive Officer and President

May 12, 2023

Adoption

April 30, 2024

See footnote (3)

Peter Van Camp, Executive Chairman

May 12, 2023

Adoption

April 30, 2024

See footnote (4)

(1)Mr. Campbell’s plan includes, subject to the achievement of performance conditions, the potential sale of shares for tax withholding and/or diversification purposes relating to awards totaling up to 11,014 shares on a grant-by-grant basis. This plan also includes any shares to be granted under the 2023 Annual Incentive Plan, as determined based on final company performance, to be sold for tax withholding and/or diversification purposes.

(2)Mr. Crenshaw’s plan includes the potential sale of shares for tax withholding purposes relating to an award totaling up to 1,782 shares.

(3)Mr. Meyers' plan includes (a) 7,439 shares and (b) subject to the achievement of performance conditions, the potential sale of up to 40,280 shares for tax withholding and/or diversification purposes on a grant-by-grant basis. This plan also includes any shares to be granted under the 2023 Annual Incentive Plan, as determined based on final company performance, to be sold for tax withholding and/or diversification purposes.

(4)Mr. Van Camp’s plan includes, subject to the achievement of performance conditions, the potential sale of shares for tax withholding and/or diversification purposes relating to awards totaling up to 2,014 shares on a grant-by-grant basis. This plan also includes any shares to be granted under the 2023 Annual Incentive Plan, as determined based on final company performance, to be sold for tax withholding and/or diversification purposes.

Non-Rule 10b5-1 Arrangement Adopted

false

Rule 10b5-1 Arrangement Terminated

false

Non-Rule 10b5-1 Arrangement Terminated

false

Officer Trading Arrangement [Member] | Mike Campbell [Member]

Trading Arrangements, by Individual

Name

Mike Campbell

Title

Chief Sales Officer