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Insider Trading Arrangements
shares in Thousands
 3 Months Ended
Mar. 31, 2024
shares
Trading Arrangements, by Individual  
Material Terms of Trading Arrangement

Adoption of 10b5-1 Trading Plans by Our Officers and Directors

During our fiscal quarter ended March 31, 2024, certain of our officers (as defined in Rule 16a-1(f) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) entered into contracts, instructions or written plans for the purchase or sale of our securities that are intended to satisfy the conditions specified in Rule 10b5-1(c) under the Exchange Act for an affirmative defense against liability for trading in securities on the basis of material nonpublic information. We refer to these contracts, instructions, and written plans as a “Rule 10b5-1 trading plan.” We describe the material terms of this Rule 10b5-1 trading plans below.

Michael J. Foster, Executive Vice President, General Counsel & Secretary

On March 12, 2024, Michael J. Foster, our Executive Vice President, General Counsel & Secretary, entered into a Rule 10b5-1 trading plan that is intended to satisfy the affirmative defense of Rule 10b5-1(c) and provides that Mr. Foster, acting through a broker, may sell up to an aggregate of 72,000 shares of our common stock, subject to adjustments for stock splits, stock combinations, stock dividends and other similar changes to our common stock. The total vested and unvested common shares held by Mr. Foster is 478,167. Sales of shares under the plan may only occur from June 11, 2024 to June 10, 2025. The plan is scheduled to terminate on June 10, 2025, subject to earlier termination upon the sale of all shares subject to the plan or the expiration of all sale orders under the plan, upon termination by Mr. Foster or the broker, or as otherwise provided in the plan.

Kristy D. Carver, Senior Vice President and Treasurer

On March 13, 2024, Kristy D. Carver, our Senior Vice President and Treasurer, entered into a Rule 10b5-1 trading plan that is intended to satisfy the affirmative defense of Rule 10b5-1(c) and provides that Ms. Carver, acting through a broker, may sell up to an aggregate of 26,813 shares of our common stock, subject to adjustments for stock splits, stock combinations, stock dividends and other similar

changes to our common stock. The total vested and unvested common shares held by Ms. Carver is 109,763. Sales of shares under the plan may only occur from June 12, 2024 to February 28, 2025. The plan is scheduled to terminate on February 28, 2025, subject to earlier termination upon the sale of all shares subject to the plan or the expiration of all sale orders under the plan, upon termination by Ms. Carver or the broker, or as otherwise provided in the plan.
Michael J. Foster [Member]  
Trading Arrangements, by Individual  
Name Michael J. Foster
Title Executive Vice President, General Counsel & Secretary
Rule 10b5-1 Arrangement Adopted true
Adoption Date March 12, 2024
Termination Date June 10, 2025
Arrangement Duration 364 days
Aggregate Available 72,000
Underlying Securities 478,167
Kristy D. Carver [Member]  
Trading Arrangements, by Individual  
Name Kristy D. Carver
Title Senior Vice President and Treasurer
Rule 10b5-1 Arrangement Adopted true
Adoption Date March 13, 2024
Termination Date February 28, 2025
Arrangement Duration 261 days
Aggregate Available 26,813
Underlying Securities 109,763