Award Timing Disclosure

12 Months Ended

Dec. 31, 2024

Jan. 02, 2024

USD ($)

$ / shares

Award Timing Disclosures [Line Items]

Policy on Timing of Option Grants

The Company does not grant equity awards in anticipation of the release of material non-public information (“MNPI”), and it does not time the release of MNPI for the purpose of affecting the value of executive compensation. Although the Company has not adopted a predetermined schedule for the granting of option and other equity awards, it is the Compensation Committee’s long standing practice to approve annual equity awards at its regularly-scheduled meeting held in December of each year. The effective grant date of these awards is the first trading day of the year immediately following the award. The Compensation Committee may also grant option and other equity awards to individuals upon hire or promotion to executive officer positions or appointment to the Board.

The timing of the annual option and other equity awards approved by the Compensation Committee on December 7, 2023, with a grant date of January 2, 2024 (the first trading day of the year), was consistent with long standing practice and not tied to the timing of any release of MNPI.

Awards Close in Time to MNPI Disclosures, Table

During 2024, the options listed below had a grant date within 4 business days prior to the filing or furnishing of a Form 8-K.


Name	Grant Date	Number of securities underlying the award (#)	Exercise price of the award ($)	Grant date fair value of the award ($)	Percentage change in the closing market price of the securities underlying the award between the trading day ending immediately prior to the disclosure of MNPI and the trading day beginning immediately following the disclosure of MNPI
Scott J. Lauber	1/2/2024	54,598	85.045	16.20	(1.1)%
Xia Liu	1/2/2024	20,847	85.045	16.20	(1.1)%
Gale E. Klappa	1/2/2024	43,352	85.045	16.20	(1.1)%
Margaret C. Kelsey	1/2/2024	10,788	85.045	16.20	(1.1)%
Robert M. Garvin	1/2/2024	9,694	85.045	16.20	(1.1)%