Executive Stock Ownership Guidelines

Stock Ownership Guidelines

Under guidelines adopted by the Company, the Chief Executive Officer is expected to accumulate value in the Corporation’s common stock equal to six times his base salary; for all other executives the target is three times base salary.  Shares that count toward meeting the guidelines include the shares held directly or under the Corporation’s plans, restricted stock, and restricted stock units.  Executives who have met the guidelines are expected, absent unusual circumstances, to maintain or exceed their target ownership levels.  Executives who have not met the guidelines will be required to hold 50% of the net shares (after tax and payment of exercise price) acquired in connection with the exercise of stock options, the lapse of restrictions from restricted stock and restricted stock units, and the vesting of performance-based restricted stock units.  Stock ownership guidelines were established to create additional owner commitment and to emphasize shareholder value creation. Target ownership levels are adjusted as the executives' annual base salaries change. If an executive achieves but then falls below the ownership guideline due to stock price decline, the holding requirement would be reactivated.

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General investor relations

phone: (949) 250-2806
fax: (949) 250-2248

Investor relations team

David K. Erickson
Vice President, Investor Relations
phone: (949) 250-6826


Tammy Perry
Sr. Manager, Investor Relations
phone: (949) 250-2752

Mike Feher
Sr. Manager, Investor Relations
phone: (949) 250-2403
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Computershare Shareholder Services
P.O. Box 43010
Providence, RI 02940
phone: (800) 446-2617

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