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Insider Trading Arrangements
3 Months Ended 9 Months Ended
Aug. 31, 2023
shares
Aug. 31, 2023
shares
Trading Arrangements, by Individual    
Material Terms of Trading Arrangement  
During the third quarter of fiscal year 2023, none of our directors or officers informed us of the adoption or termination of a “Rule 10b5-1 trading arrangement” or “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 and Title
Character of Trading Arrangement1
Date Adopted
Duration2
Aggregate Number of
Shares of Common
Stock to be Sold Pursuant to Trading Arrangement
Yogesh Gupta,
President and CEO
Rule 10b5-1
Trading Arrangement
August 11, 2023October 15, 2024
Up to 153,8363
Domenic LoCoco,
SVP, Chief Accounting Officer
Rule 10b5-1
Trading Arrangement
August 9, 2023December 1, 2024
16,3184
Ian Pitt,
EVP & Chief Information Officer
Rule 10b5-1
Trading Arrangement
August 18, 2023August 30, 2024
Up to 11,1195
Sundar Subramanian,
EVP & GM, Infrastructure Management
Rule 10b5-1
Trading Arrangement
August 9, 2023November 15, 2024
22,189

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

3. Includes: (i) 48,202 shares of our common stock; and (ii) all common stock, net of shares withheld to cover tax withholding obligations, to be issued upon the anticipated vesting of a maximum of 105,634 Performance Stock Units ("PSUs").

4. Includes: (i) 1,036 shares of our common stock; and (ii) 15,282 employee stock options expected to be exercised via same-day sale.

5. Includes: (i) 3,806 shares of our common stock; (ii) 50% of the common stock, net of shares withheld to cover tax withholding obligations, to be issued upon the anticipated vesting of a maximum of 9,770 PSUs; (iii) 584 shares of common stock expected to be purchased under the Company’s Employee Stock Purchase Plan; and (iv) all common stock, net of shares withheld to cover tax withholding obligations, to be issued upon the anticipated vesting of 1,844 restricted stock units.
Non-Rule 10b5-1 Arrangement Adopted false  
Rule 10b5-1 Arrangement Terminated false  
Non-Rule 10b5-1 Arrangement Terminated false  
Yogesh Gupta [Member]    
Trading Arrangements, by Individual    
Name Yogesh Gupta  
Title President and CEO  
Rule 10b5-1 Arrangement Adopted true  
Adoption Date August 11, 2023  
Arrangement Duration 431 days  
Aggregate Available 153,836 153,836
Domenic LoCoco [Member]    
Trading Arrangements, by Individual    
Name Domenic LoCoco  
Title SVP, Chief Accounting Officer  
Rule 10b5-1 Arrangement Adopted true  
Adoption Date August 9, 2023  
Arrangement Duration 480 days  
Aggregate Available 16,318 16,318
Ian Pitt [Member]    
Trading Arrangements, by Individual    
Name Ian Pitt  
Title EVP & Chief Information Officer  
Rule 10b5-1 Arrangement Adopted true  
Adoption Date August 18, 2023  
Arrangement Duration 378 days  
Aggregate Available 11,119 11,119
Sundar Subramanian [Member]    
Trading Arrangements, by Individual    
Name Sundar Subramanian  
Title EVP & GM, Infrastructure Management  
Rule 10b5-1 Arrangement Adopted true  
Adoption Date August 9, 2023  
Arrangement Duration 464 days  
Aggregate Available 22,189 22,189