Timing of Stock Option and other Equity Awards

We do not currently utilize stock options, SARs or similar option-like instruments as part of our equity incentive award program for our NEOs. Accordingly, our long-term equity incentive awards to NEOs currently take the form of restricted stock units and/or performance-based equity awards. Although we do not have a separate written policy that specifically addresses the timing of stock option, SAR or similar option-like awards to our NEOs, we do not grant these awards, or any other form of equity compensation, in anticipation of the release of material nonpublic information. Similarly, we do not time the release of material nonpublic information based on equity award grant dates for the purpose of affecting the value of any NEO award.

As discussed above, for annual grants of equity incentive compensation, once our Compensation Committee determines the target value of a recipient’s long-term equity incentive award, we establish the number of shares subject to the award by dividing the target value of the equity grant by the closing price of a share of our common stock on March 15 (or a higher price determined appropriate under the circumstances by our Compensation Committee). Annual equity awards are typically approved later during our annual compensation decision-making cycle at a regularly scheduled meeting of the Compensation Committee. We selected March 15 as the valuation date to avoid the appearance of market timing and because it is a consistent date year to year.

During 2025, none of our NEOs were granted options to purchase shares of our common stock, SARs or similar option-like instruments.