Stock Information Stock Fundamentals

Each grant will specify in the case of stock options, an exercise price per share, and in the case of a Free- Standing Appreciation Right, a base price per share, which will generally not be less than the market value per share on the date of grant. In the case of involuntary termination following a change of control, awards granted in 2022 and 2021 reflect the full value award at target. (4) RSUs and unexercisable stock options/SARs granted in 2022, 2021 and 2020 reflect a prorated amount of the award in cases of retirement, disability or death. In the case of involuntary termination following a change of control, all of these awards reflect their full value. (5) Performance shares granted in 2014 reflect a prorated amount in cases of disability or death.

MC-73465PE STOCK WHITE MC-73476PE STOCK WHITE The search is NOT CASE SENSITIVE.

47189MVP RED AMPRO STOCK 18069MVP GRAY AMPRO STOCK The search is NOT CASE SENSITIVE.

Stock-Settled Stock Appreciation Rights. In the case of involuntary termination following a change of control, awards granted in 2017 and 2016 reflect the full value award at target. (4) RSUs and unexercisable stock options/SARs granted in 2017, 2016 and 2015 reflect a prorated amount of the award in cases of retirement, disability or death. In the case of involuntary termination following a change of control, all of these awards reflect their full value. (5) Performance shares granted in 2014 reflect a prorated amount in cases of disability or death.

Stock Information Stock Fundamentals

• The Committee will consist entirely of directors who the Board has determined have no material relationships with the Company, either directly or as a partner, shareholder, or officer of an organization that has a relationship with the Company, and: o who meet the definition of “independent” as set forth in the Corporate Governance Standards of the New York Stock Exchange; and o qualify as “non-employee directors” for the purposes of Rule 16b-3 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). • Each Committee member will serve at the pleasure of the Board for such term as the Board may decide or until such Committee member is no longer a Board member. Duties and Responsibilities The Committee will: Executive Compensation and Incentives. • Oversee and maintain a competitive executive compensation program to attract and retain qualified executive officers and to provide incentives that reward pay for performance in attaining the Company’s goals and objectives. • 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. However, the Committee shall meet regularly without such members present, and in all cases the Chief Executive Officer and any other such officers shall not be present at those portions of meetings at which their individual compensation or performance is discussed or determined. • The Committee may appoint subcommittees from time to time as needed, each of which will have the specific duties and responsibilities delegated to it by the Committee. • The Committee may delegate its authority under this Charter relating to employees other than executive officers and non-employee directors, to the extent it deems appropriate and consistent with law and customary practice and may otherwise fully delegate authority relating to matters it deems to be ministerial. • The Committee may delegate its authority under this Charter relating to employee benefit plans in which executive officers participate if such employee benefit plans are broad-based, to the extent it deems appropriate and consistent with law and customary practice. • The Corporate Secretary or designee will be responsible for keeping minutes of the Committee meetings. • The Committee will meet at least four times a year and at such other times as may be requested by the Committee Chair. • The Committee will annually review its charter and recommend any changes to the Governance and Corporate Responsibility Committee.

Stock Information Stock Fundamentals

Stock Information Stock Fundamentals

The succession plan includes appropriate contingencies in case the Chief Executive Officer retires or is incapacitated. In furtherance of this policy, the Board believes that each non-employee director should own a minimum of 12,500 common shares or time-vested restricted stock, stock units or performance shares (where the applicable performance criteria have been met), either directly or through the Company’s Deferred Compensation Plan for Non-Employee Directors. External Communication Director Stock Ownership 3.