Insider Trading Arrangements
shares in Thousands

3 Months Ended

Dec. 31, 2023

shares

Trading Arrangements, by Individual

Material Terms of Trading Arrangement

Item 5. Other Information

Rule 10b5-1 Trading Plans

During the fiscal quarter ended December 31, 2023, none of the Company’s directors or executive officers adopted or terminated any contract, instruction or written plan for the purchase or sale of Company securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement.”

On January 25, 2024, Ramesh Srinivasan, President and Chief Executive Officer of the Company, adopted a Rule 10b5-1 trading plan (the “Plan”) for the sale of up to 300,000 shares of common stock that he expects to acquire upon exercise of Stock-Settled Appreciation Rights. After the applicable cooling-off period under Rule 10b5-1, transactions under the Plan may begin in May 2024. The Plan will terminate on September 30, 2024, unless terminated earlier in accordance with its terms.

Rule 10b5-1 Arrangement Adopted

false

Non-Rule 10b5-1 Arrangement Adopted

false

Rule 10b5-1 Arrangement Terminated

false

Non-Rule 10b5-1 Arrangement Terminated

false

Ramesh Srinivasan [Member]

Trading Arrangements, by Individual

Name

Ramesh Srinivasan

Title

President and Chief Executive Officer

Rule 10b5-1 Arrangement Adopted

true

Adoption Date

January 25, 2024

Rule 10b5-1 Arrangement Terminated

true

Termination Date

September 30, 2024

Arrangement Duration

250 days

Aggregate Available

300,000