Investor Presentaiton

2023 Guidelines Updates - Board Independence 2. Board Independence Glass Lewis Board Independence Requirements One-Tier Board Two-Tier Board (1 or 3 committees) Prime Market w/ Controlling Shareholder • • О Updated Majority Updated One-third Updated One-third Updated Majority One-third One-third A combined one-third independence of the board of directors and the board of statutory auditors, at least two independent outside directors One-third If a company fails to maintain the Glass Lewis board independence requirements, we will generally recommend voting against the chair of the board under a two tire or one-tier with one-committee structure; or the nominating committee chair under a one-tier with three-committee structure. We continue to require a board of statutory auditors to have a majority of independent members. 6

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