Corporate Governance Fact Sheet

Size of Board 7
Number of Independent Directors 5
Annual Review of Independence of Board Yes
Separate Chairman and CEO Yes
Independent Chairman Yes
Charters for Board Committees Yes
Independent Audit Committee Yes
Number of Financial Experts on Audit Committee 3
Independent Governance and Nominating Committee Yes
Independent Compensation Committee Yes
Compensation Consultant Independence Policy Yes
Independent Directors Hold Meetings Without Management Present Yes
Directors Elected by the Vote of a Majority of Votes Cast in Uncontested Elections Yes
Annual Board and Committee Evaluations Yes
Corporate Governance Guidelines Approved by Board Yes
Charter Poison Pill No
Corporate Compliance Program Yes
Code of Conduct and Business Ethics Yes
Board Orientation and Education Program Yes