TECHNICAL PROPERTIES(1) TEST METHOD Edgetek™ ET8900-0011 HI UV NAT Edgetek™ ET8900-0012 HI UV White Edgetek™ ET8900-0013 HI UV Black Physical Density/Specific Gravity ASTM D792 1.13 g/cm3 1.15 g/cm3 1.13 g/cm3 Molding Shrinkage - Flow ASTM D955 1.4–2% 1.4–2% 1.4–2% Mechanical Tensile Strength (Yield) ASTM D638 5,900 psi 5,800 psi 5,800 psi Tensile Modulus(2) ASTM D638 169,000 psi 161,087 psi 176,000 psi Flexural Modulus(3) ASTM D790 187,000 psi 190,985 psi 188,000 psi Impact Notched Izod Impact 73°F (23°C), 0.125 in ASTM D256A 17.3 ft-lb/in 16.5 ft-lb/in 16.5 ft-lb/in Notched Izod Impact -22°F (-30°C), 0.125 in ASTM D256A 3.2 ft-lb/in 3.0 ft-lb/in 3.3 ft-lb/in Thermal (HDT) 66 psi (0.45 MPa), 0.125 in ASTM D648 121°C 135°C 129°C NORTH AMERICA GRADES (1) Data based on single lot of lab generated samples.

Additional information is available through the relevant Safety Data Sheet (SDS).

PRIOR YEAR $790 $710 2022 2023 $107 $112 2022 2023 Sales Adjusted EBITDA (in millions) $0.42 $0.47 2022 PF 2023 Adjusted EPS (in millions) - 10% + 5% + 12% Sales Adjusted EBITDA Adjusted EPS 16 $112 $500 Q4 FY $0.47 $2.30 Q4 FY Q4 AND FULL YEAR 2023 GUIDANCE $710 $3,130 Q4 FY Sales Adjusted EBITDA Adjusted EPS 17 (in millions) (in millions) Guidance: Free Cash Flow $180 $180 Prior Guidance Guidance FREE CASH FLOW & INCREASED DIVIDEND 13th Consecutive Dividend Increase 0.16 0.26 0.42 0.58 0.79 0.85 0.99 1.03 2011 2013 2015 2017 2019 2021 2023 2024 18 S U S TAI NABI L I T Y DAY RE CAP SUSTAINABILITY AS A GROWTH DRIVERLONG-TERM REVENUE GROWTH DRIVERS 60%+ Key Growth Drivers Sustainable Solutions Composites, Healthcare, Asia / LATAM Overlap Other (GDP Growth) Total Company Revenue Growth Drivers Long-Term Growth Rate Sustainable Solutions 8–12% Composites 8–10% Healthcare 8–10% Asia / LATAM 5% Other (GDP growth) 0–2% Avient 6% 20 SUSTAINABILITY TRENDS DRIVE LONG-TERM GROWTH 8-12% Long Term Growth 50 90 2022 2030 Medical Plastics Market Size (in $Billions) 2020 2030 Recycled Plastics Virgin Plastics Growing Demand for Recycled Content Avient Sustainable Solutions 18 46 2023 2032 Global Offshore Annual Wind Installations (in Gigawatts) Sources: McKinsey, Bloomberg, Grand View Research SUSTAINABILITY TRENDS DRIVE LONG-TERM GROWTH 21 • Transformative acquisitions combined with divestitures of more cyclical businesses have improved margins over 400 bps since 2018 • 20% long-term margin goal to be driven by key growth drivers, with sustainable solutions playing a meaningful role 5.4% 11.5% 16.0% 2006 2018 2023E Recovery Growth Drivers Strategic Objective 20%+ +1%+ +3%+ ADJUSTED EBITDA MARGIN EXPANSION 22 • 6% annualized long-term sales growth leveraging sustainable solutions, composites, healthcare, and emerging regions • Expand EBITDA margins to 20% • Deliver annual EBITDA and EPS growth of 10% and 15% • Maintain asset-light, 80% free cash flow conversion profile and be valued as a specialty formulator • Continue fostering our Great Place to Work® culture CREATING A WORLD-CLASS SUSTAINABLE ORGANIZATION 23 PEER COMPARISONS AVIENT IS ASSET LIGHT Capex / Revenue 2023E (%) Avient Specialty Formulators Other Specialty / Chemical Companies Source: Peer data per Bloomberg as of October 27, 2023 Note: Avient reflects 2023 estimated revenue of $3,130 and estimated run-rate CAPEX of $110M. 26 3.5 1.8 2.7 3.0 3.4 3.7 2.8 3.7 4.6 5.0 6.9 7.0 8.6 11.1 Av ie nt KW R FU L PP G AV Y R PM FM C H U N C E EC L AS H H XL EM N SC L FREE CASH FLOW CONVERSION Source: Peer data per Bloomberg as of October 27, 2023 Note: Free cash flow conversion calculated as (Adjusted EBITDA – Capex) / Adjusted EBITDA. Avient reflects 2023 adjusted EBITDA guidance of $500M and estimated run-rate CAPEX of $110M. 2023E (%) 27 78 89 84 82 80 77 88 81 76 70 69 60 54 (6) Av ie nt KW R FU L PP G AV Y R PM FM C C E EC L AS H H XL H U N EM N SC L Avient Specialty Formulators Other Specialty / Chemical Companies MULTIPLE EXPANSION Source: Peer data per Bloomberg as of October 27, 2023 Note: Avient reflects 2023 adjusted EBITDA guidance of $500M and closing share price of $31.18. Avient 2011, 2018 and 2021 multiples reflect trailing 12 months EBITDA at December 31. 28 EV / 2023E EBITDA 6.5 8.5 11.0 8.9 12.0 11.9 10.9 9.9 8.2 16.3 13.8 11.9 9.6 9.5 9.5 9.2 7.7 20 11 20 18 20 21 O ct 20 23 AV Y R PM PP G KW R FU L EC L H XL SC L AS H FM C C E H U N EM N Avient Historic Multiple Avient Specialty Formulators Other Specialty / Chemical Companies AP P E N DI X 30 Performance Additives 16% Pigments 12% TiO2 10% Dyestuffs 2% Polyethylene 11% Nylon 6% Polypropylene 5% Styrenic Block Copolymer 5% Other Raw Materials 33% ~40% hydrocarbon based (Grey shaded materials are hydrocarbon based, includes portion of “Other Raw Materials”) Non-hydrocarbon based materials 2022 pro forma results for the acquisition of Avient Protective Materials RAW MATERIAL BASKET SEGMENT DATA U.S. & Canada 40% EMEA 37% Asia 18% Latin America 5% 2022 PRO FORMA SEGMENT, END MARKET AND GEOGRAPHY GEOGRAPHY REVENUESEGMENT FINANCIALS Consumer 20% Packaging 24% Industrial 15% Building and Construction 10% Telecommunications 4% Energy 4% Defense 6% END MARKET REVENUE $2,355M $402M $1,300M $272M Sales EBITDA Specialty Engineered Materials Color Additives and Inks $592M$3,653M (1) Transportation 9% Healthcare 8% 32 (1) Total company sales and adjusted EBITDA of $3,653M and $592M, respectively, include intercompany sales eliminations and corporate costs 2022 REVENUE | $2 .4 BILLION US & Canada 34% EMEA 38% Asia 20% Latin America 8% END MARKET REGION 33 Packaging 34% Consumer 21% Healthcare 8% Industrial 15% Transportation 8% Building & Construction 11% Telecommunications 1% Energy 2% COLOR, ADDITIVES & INKS 2022 PRO FORMA REVENUE | $1 .3 BILLION US & Canada 52% EMEA 35% Asia 13% 34 Packaging 5% Consumer 19% Healthcare 8%Industrial 16% Transportation 10% Telecommunications 10% Energy 9% Defense 15% Building & Construction 8% END MARKET REGION SPECIALTY ENGINEERED MATERIALS Packaging 32% Consumer 27% Healthcare 8% Industrial 14% Building & Construction 5% Telecommunications 3% Energy 1% Defense 1% Asia (18% of sales) Transportation 9% 2022 PROFORMA AVIENT REGIONAL SALES Packaging 27% Consumer 14% Healthcare 5% Industrial 17% Building & Construction 10% Energy 5% Defense 8% EMEA (37% of sales)Transportation 11% Packaging 13% Consumer 24% Healthcare 12% Industrial 15% Building & Construction 13% Energy 5% Defense 5% US & Canada (40% of sales) Transportation 7% Packaging 56% Consumer 23% Healthcare 4% Industrial 7% Building & Construction 4% Telecommunications 1% LATAM (5% of sales) Transportation 5% Telecommunications 3% Telecommunications 6% 35 BY END MARKET Reconciliation of Non-GAAP Financial Measures (Unaudited) (Dollars in millions, except for per share data) Senior management uses comparisons of adjusted net income from continuing operations attributable to Avient shareholders and diluted adjusted earnings per share (EPS) from continuing operations attributable to Avient shareholders, excluding special items, to assess performance and facilitate comparability of results.

$600 $592 2021 2022 $3.02 $3.04 2021 2022 FULL YEAR 2022 PERFORMANCE (TOTAL COMPANY PRO FORMA) 15 Sales Adjusted EBITDA $3,712 $3,653 2021 2022 -2% Adjusted EPS -1% + 1% (in millions) (in millions) (+4% excluding FX) (+5% excluding FX) (+9% excluding FX) FULL YEAR 2022 SEGMENT PERFORMANCE 16 CAI $2,402 $2,355 Sales ($ in millions) $409 $402 EBITDA SEM Pro Forma $1,308 $1,300 Sales $278 $272 EBITDA (+4% excluding FX) - 2% -1% (+5% excluding FX) - 2% (+4% excluding FX) - 2% (+2% excluding FX) PRO FORMA FULL YEAR EPS BRIDGE 17 Pro Forma 2021 Adjusted EPS 3.02$ Foreign Currency (0.23) Russia Import Sales (0.07) Outdoor High Performance (0.13) Color, Additives and Inks 0.18 Specialty Engineered Materials 0.24 Corporate Costs / Other 0.03 Pro Forma 2022 Adjusted EPS 3.04$ FULL YEAR EBITDA BRIDGE (PRO FORMA TOTAL COMPANY) 18 $ millions CAI: Price / Mix 247 Inflation (176) SEM: Price / Mix 121 Inflation (77) Net Price Benefit 115 Wage and Energy Inflation (47) Clariant Color Integration Synergies 23 Incentives, Other Employee Costs 43 FX (34) Full Year 2022 $592 Adjusted EBITDA Full Year 2021 $ 600 Demand (99) Russia Import Sales (9) • Demand primarily impacted by China lockdowns, 4th quarter industrywide destocking and declining consumer sentiment • Pricing outpaced inflation of raw materials, wages and energy 2023 G U IDA N CE $125 $530 Q1 FY $0.55 $2.40 Q1 FY 2023 GUIDANCE 20 Sales Adjusted EBITDA $845 $3,450 Q1 FY Adjusted EPS (in millions) (in millions) CASH FLOW / BALANCE SHEET 21 • IT investment to further integrate acquired businesses and capture operational efficiencies • Restructuring actions to streamline operations and improve profitability, primarily in Europe ($ millions) 2023E Cash Flow from Operating Activities 350$ Less: Run-Rate CapEx (110) CapEx for IT System Upgrade (25) CapEx for Restructuring (15) Total CapEx (150) Free Cash Flow 200$ Adjusted EBITDA 530$ Net Debt / Adjusted EBITDA 2.9x K E Y G R O W T H D R I V E R S A N D T R A N S F O R M E D P O R T F O L I O GROWTH DRIVERS: PROVEN SUCCESS 23 (1) Pro forma for the acquisition of Avient Protective Materials (APM) COMPOSITES $51 $84 $212 $668 2016 2018 2020 2022 Long Term Growth Rate 10% Organic CAGR 10% HEALTHCARE $108 $113 $231 $293 2016 2018 2020 2022 Long Term Growth Rate 8-10% Organic CAGR 11% ASIA/EMERGING REGIONS $265 $358 $726 $830 2016 2018 2020 2022 Long Term Growth Rate 5% Organic CAGR 12% $340 $455 $790 2016 2018 2020 2022 $1,175 SUSTAINABLE SOLUTIONS Long Term Growth Rate 8-12% Organic CAGR 11% (1) (1)(1) (Sales in $ millions) #1 Color Formulator Dyneema® - World’s Strongest Fiber™ #1 in Composites applications for outdoor high performance #1 in Performance Inks Customized solutions 140+ PhDs on staff Rapid development of innovative products Extensive patent (2,500+) portfolio 33% Vitality Index Better-positioned toward stable, high-growth end markets Consumer, packaging, healthcare and defense comprise nearly 60% of sales Agnostic to raw materials, helping all customers achieve their goals Broad portfolio of diversified sustainable solutions 90%+ of our innovation pipeline invested in sustainable solutions Long-term growth rate well above GDP with expectations of 8-12% LEVERAGING OUR TRANSFORMED PORTFOLIO 24 Healthcare 8% Packaging 24% Consumer 20% Building & Construction 10% Industrial 15% Transportation 9% Energy 4% Telecom. 4% 2022 PF $3.65B sales Defense 6% Leading Positions Sustainable SolutionsDiversified IndustriesSpecialty Formulator (1) 2022 Pro forma for the acquisition of Avient Protective Materials (2) 2020 Pro forma for the acquisition of Clariant Color (1)(2) (1) $340M $455M $790M 2016 2018 2020PF 2022PF $1,175M P EE R C O M PAR IS O N S AVIENT IS ASSET LIGHT Capex / Revenue 2023E (%) Avient Specialty Formulators Other Specialty / Chemical Companies Source: Peer data per Bloomberg as of February 13, 2023 Note: Avient reflects 2023 estimated revenue of $3,450 and estimated run-rate CAPEX of $110M. 27 3 2 3 3 4 4 3 4 5 5 5 6 7 7 A vi en t K W R P P G F U L A V Y R P M F M C H U N H X L C E E C L A S H S C L E M N FREE CASH FLOW CONVERSION Source: Peer data per Bloomberg as of February 13, 2023 Note: Free cash flow conversion calculated as (Adjusted EBITDA – Capex) / Adjusted EBITDA. Avient Specialty Formulators Other Specialty / Chemical Companies 2023E(%) 28 79 87 81 79 76 73 90 77 76 75 73 64 59 33 A vi en t K W R P P G F U L A V Y R P M F M C C E A S H H X L E C L H U N E M N S C L MULTIPLE EXPANSION Avient Specialty Formulators Other Specialty / Chemical Companies Source: Peer data per Bloomberg as of February 13, 2023 Note: Avient reflects 2023 adjusted EBITDA guidance of $530M and closing share price of $38.89. Avient 2011 and 2018 valuations reflect trailing 12 months EBITDA at December 31 of the respective years. 29 EV / 2023E EBITDA Historic Multiple 6.5 8.3 10.0 15.6 13.9 13.7 12.8 9.5 18.0 17.5 12.3 10.2 9.7 8.8 8.4 5.9 A vi en t (2 01 1) A vi en t (2 01 8) A vi en t K W R P P G R P M A V Y F U L H X L E C L F M C A S H S C L H U N E M N C E SEGMENT DATA U.S. & Canada 40% EMEA 37% Asia 18% Latin America 5% 2022 PRO FORMA SEGMENT, END MARKET AND GEOGRAPHY GEOGRAPHY REVENUESEGMENT FINANCIALS Consumer 20% Packaging 24% Industrial 15% Building and Construction 10% Telecommunications 4% Energy 4% Defense 6% END MARKET REVENUE (1) Total company adjusted EBITDA of $592M includes corporate costs $2,355M $402M $1,300M $272M Sales EBITDA Specialty Engineered Materials Color Additives and Inks $592M$3,653M (1) Transportation 9% Healthcare 8% 31 C O L O R , A D D I T I V E S & I N K S 2022 REVENUE | $2 .4 B ILL ION US & Canada 34% EMEA 38% Asia 20% Latin America 8% END MARKET REGION 32 Packaging 34% Consumer 21% Healthcare 8% Industrial 15% Transportation 8% Building & Construction 11% Telecommunications 1% Energy 2% S P E C I A LT Y E N G I N E E R E D M AT E R I A L S 2022 PRO FORMA REVENUE | $1 .3 B ILL ION END MARKET US & Canada 52% EMEA 35% Asia 13% REGION 33 Packaging 5% Consumer 19% Healthcare 8%Industrial 16% Transportation 10% Telecommunications 10% Energy 9% Defense 15% Building & Construction 8% Packaging 32% Consumer 27% Healthcare 8% Industrial 14% Building & Construction 5% Telecommunications 3% Energy 1% Defense 1% Asia (18% of sales) Transportation 9% 2022 PROFORMA AVIENT REGIONAL SALES BY END MARKET Packaging 27% Consumer 14% Healthcare 5% Industrial 17% Building & Construction 10% Energy 5% Defense 8% EMEA (37% of sales)Transportation 11% Packaging 13% Consumer 24% Healthcare 12% Industrial 15% Building & Construction 13% Energy 5% Defense 5% US & Canada (40% of sales) Transportation 7% Packaging 56% Consumer 23% Healthcare 4% Industrial 7% Building & Construction 4% Telecommunications 1% LATAM (5% of sales) Transportation 5% Telecommunications 3% Telecommunications 6% 34 Reconciliation of Non-GAAP Financial Measures (Unaudited) (Dollars in millions, except for per share data) Senior management uses comparisons of adjusted net income from continuing operations attributable to Avient shareholders and diluted adjusted earnings per share (EPS) from continuing operations attributable to Avient shareholders, excluding special items, to assess performance and facilitate comparability of results.

Additionally, Adjusted EPS excludes the impact of special items and amortization expense associated with intangible assets.2 AVIENT: WHO WE ARE 36 24 9 35 • U.S. and Canada • Latin America • Europe, Middle East & Africa • Asia 25,000+ CUSTOMERS Headquartered in Avon Lake, OH (Cleveland) 100+ manufacturing plants Key Financial Data 2023E Sales $3.45 billion 2023E EBITDA $530 million 2023E EPS $2.40 100% ARE CUSTOMIZED SOLUTIONS TO UNIQUE SPECIFICATIONS of sales 3 Guidance as of February 15, 2023 Webcast WHO WE ARE – VISION, STRATEGY, CULTURE 4 Avient Corporation (NYSE: AVNT) provides specialized and sustainable material solutions that transform customer challenges into opportunities, bringing new products to life for a better world. Avient Specialty Formulators Other Specialty / Chemical Companies 2023E(%) 31 79 87 81 79 76 73 90 77 76 75 73 64 59 33 A vi en t K W R P P G F U L A V Y R P M F M C C E A S H H X L E C L H U N E M N S C L MULTIPLE EXPANSION Avient Specialty Formulators Other Specialty / Chemical Companies Source: Peer data per Bloomberg as of February 13, 2023 Note: Avient reflects 2023 adjusted EBITDA guidance of $530M and closing share price of $38.89. Avient 2011 and 2018 valuations reflect trailing 12 months EBITDA at December 31 of the respective years. 32 EV / 2023E EBITDA Historic Multiple 6.5 8.3 10.0 15.6 13.9 13.7 12.8 9.5 18.0 17.5 12.3 10.2 9.7 8.8 8.4 5.9 A vi en t (2 01 1) A vi en t (2 01 8) A vi en t K W R P P G R P M A V Y F U L H X L E C L F M C A S H S C L H U N E M N C E RA W M AT ER IA L OVE RV IE W 34 RAW MATERIAL 2022 ANNUAL PURCHASES Performance Additives 16% Pigments 12% TiO2 11% Dyestuffs 2% Polyethylene 12% Nylon 6% Polypropylene 6% Styrenic Block Copolymer 5% Other Raw Materials 30% ~40% hydrocarbon based (Grey shaded materials are hydrocarbon based, includes portion of “Other Raw Materials”) Non-hydrocarbon based materials Excludes Avient Protective Materials SEGMENT DATA U.S. & Canada 40% EMEA 37% Asia 18% Latin America 5% 2022 PRO FORMA SEGMENT, END MARKET AND GEOGRAPHY GEOGRAPHY REVENUESEGMENT FINANCIALS Consumer 20% Packaging 24% Industrial 15% Building and Construction 10% Telecommunications 4% Energy 4% Defense 6% END MARKET REVENUE (1) Total company adjusted EBITDA of $592M includes corporate costs $2,355M $402M $1,300M $272M Sales EBITDA Specialty Engineered Materials Color Additives and Inks $592M$3,653M (1) Transportation 9% Healthcare 8% 36 C O L O R , A D D I T I V E S & I N K S 2022 REVENUE | $2 .4 B ILL ION US & Canada 34% EMEA 38% Asia 20% Latin America 8% END MARKET REGION 37 Packaging 34% Consumer 21% Healthcare 8% Industrial 15% Transportation 8% Building & Construction 11% Telecommunications 1% Energy 2% S P E C I A LT Y E N G I N E E R E D M AT E R I A L S 2022 PRO FORMA REVENUE | $1 .3 B ILL ION END MARKET US & Canada 52% EMEA 35% Asia 13% REGION 38 Packaging 5% Consumer 19% Healthcare 8%Industrial 16% Transportation 10% Telecommunications 10% Energy 9% Defense 15% Building & Construction 8% Packaging 32% Consumer 27% Healthcare 8% Industrial 14% Building & Construction 5% Telecommunications 3% Energy 1% Defense 1% Asia (18% of sales) Transportation 9% 2022 PROFORMA AVIENT REGIONAL SALES BY END MARKET Packaging 27% Consumer 14% Healthcare 5% Industrial 17% Building & Construction 10% Energy 5% Defense 8% EMEA (37% of sales)Transportation 11% Packaging 13% Consumer 24% Healthcare 12% Industrial 15% Building & Construction 13% Energy 5% Defense 5% US & Canada (40% of sales) Transportation 7% Packaging 56% Consumer 23% Healthcare 4% Industrial 7% Building & Construction 4% Telecommunications 1% LATAM (5% of sales) Transportation 5% Telecommunications 3% Telecommunications 6% 39

ECCOH™ INSULATION GRADES APPLICATIONS ECCOH GRADES MFR (150C/ 21.6kg) TS (MPa) EB (%) LOI (%O2) COMMENTS Data Insulation 5918 15.7 14.5 210 35 Excellent processability with high mechanical performance. Data Insulation 6200 D 11.0 14 350 30 Low thickness and high speed processing.

ECCOH™ INSULATION GRADES APPLICATIONS ECCOH GRADES MFR (150C/ 21.6kg) TS (MPa) EB (%) LOI (%O2) COMMENTS Data Insulation 5918 15.7 14.5 210 35 Excellent processability with high mechanical performance. Data Insulation 6200 D 11.0 14 350 30 Low thickness and high speed processing.

• Review and approve corporate goals and objectives relevant to the Chief Executive Officer’s compensation; in conjunction with the evaluation conducted by the Board as described in the Company’s Corporate Governance Guidelines, evaluate the Chief Executive Officer’s performance in light of these goals and objectives; and determine and approve (or determine and approve, and recommend to the independent members of the Board for their determination and approval) the Chief Executive Officer’s compensation level based on this evaluation and comparable market data provided by an independent compensation consultant. • In determining the long-term incentive component of the Chief Executive Officer’s compensation, consider the Company’s performance and relative shareholder return, the value of similar incentive awards to chief executive officers at comparable companies, and the awards given to the Chief Executive Officer in the past. • Review and approve the compensation of other executive officers of the Company, including benefits and perquisites, taking into consideration the Company’s performance, comparable market data, the performance of each executive officer, and such other factors as may, in the Committee’s discretion, be appropriate. • In evaluating and making recommendations regarding, or determining and approving, executive compensation, the Committee shall consider the results of the most recent shareholder advisory vote on executive compensation (“Say on Pay Vote”) required by Section 14A of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). • With respect to incentive compensation plans and equity-based plans: • Make recommendations to the Board with respect to the approval of incentive compensation plans for executive officers and all equity-based plans. • Review and approve equity-based grants and awards, including long-term incentive plan awards, to officers, senior managers, key employees, and other employees of the Company and its subsidiaries under the Company’s equity-based plans. • Review and approve the performance criteria, target awards, payout criteria and like items for the Company’s long-term incentive compensation plans. • Review and approve (a) attainment levels for executive officers under the Company’s annual incentive plan; (b) payments to executive officers under the annual incentive plan; and (c) payments to executive officers under the Company’s long-term incentive compensation plans. • Administer the Company’s equity-based incentive compensation plans and other plans 3 adopted by the Board that contemplate administration by the Committee. • Review and approve special bonuses and/or other awards to executive officers on a case-by- case basis for outstanding performance. • Review and approve the terms of all employment agreements, management continuity agreements and change in control agreements for elected officers.

• Review and approve a peer group of companies to be used for marketplace trend analysis and to assess the competitiveness of the Company’s total compensation opportunities for executive officers. 2 • Review and approve corporate goals and objectives relevant to the Chief Executive Officer’s compensation; in conjunction with the evaluation conducted by the Board (including as described in the Company’s Corporate Governance Guidelines), evaluate the Chief Executive Officer’s performance annually in light of these goals and objectives; and determine and recommend to the independent members of the Board for their determination and approval the Chief Executive Officer’s compensation level based on this evaluation and considering comparable market data provided by an independent compensation consultant. • In determining the long-term incentive component of the Chief Executive Officer’s compensation, consider the Company’s performance and relative shareholder return, the value of similar incentive awards to chief executive officers at comparable companies, and the awards given to the Chief Executive Officer in the past. • Review and approve the compensation of other executive officers of the Company, including benefits and perquisites, taking into consideration the Company’s performance, comparable market data, the performance of each executive officer, and such other factors as may, in the Committee’s discretion, be appropriate. • In evaluating and making recommendations regarding, or determining and approving, executive officer compensation, the Committee shall consider the results of the most recent shareholder advisory vote on executive compensation (“Say on Pay Vote”) required by Section 14A of the Exchange Act. • Make recommendations to the Board with respect to the approval of incentive compensation plans for executive officers and all equity-based plans. • For annual (or other short term) incentive plans: o Review and approve annual incentive plans (including performance criteria, target awards, payout criteria and similar award design items applicable under such plans) that are applicable to executive officers and any Company officers reporting directly to the Chief Executive Officer. o Review and approve attainment levels and payments to executive officers and any other Company officers reporting directly to the Chief Executive Officer. • For long-term and equity-based incentive plans: o Review and approve the performance criteria, target awards, payout criteria and similar award design items for recipients of grants and awards under the plans. o Review and approve grants, awards, and attainment levels, including equity-based grants, to recipients of grants and awards under such plans. o Review and approve payments for performance-based grants and awards to executive officers and any other Company officers reporting directly to the Chief Executive Officer, as applicable, under such plans. • Administer the Company’s equity-based incentive compensation plans and other plans adopted by the Board that contemplate administration by the Committee. • Review and approve the terms of all employment agreements, executive severance plan and agreements, management continuity agreements and change in control agreements for elected officers. • Approve the adoption and amendment of Company stock ownership guidelines and annually review compliance with these guidelines. 3 Non-employee Director Compensation. • Review the compensation of non-employee directors and make recommendations to the Board regarding changes to existing compensation levels. • Review and recommend to the Board for its approval equity-based grants and awards to non- employee directors under the Company’s equity-based plans and annually review compliance with Company stock ownership guidelines.

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