Board Justification

Our executive compensation program is designed to (i) reward our executive officers for growing and sustaining stockholder value consistent with our long-term strategic plan, (ii) align the interests of our executive officers with the interests of our stockholders and (iii) attract, motivate and retain critical talent in a highly competitive talent market.

Board Justification

Mr. Tan did not receive an APB Plan payout in fiscal 2024 as the 2023 Tan PSU Award was front-loaded to cover five annual cash incentive opportunities under the APB Plan and five years of annual equity awards. The independent directors do not intend to provide Mr. Tan with annual cash incentive opportunities under the APB Plan through fiscal 2027.

Board Justification

Represents $20,700 in 401(k) plan employer matching contribution, $15,487 for car service and $1,371,981 in residential and personal security services.

Board Justification

The PSU award granted to Mr. Tan in November 2021 (the “2022 Tan PSU Award”) was subject to a performance period beginning on November 1, 2021 and ending on November 3, 2024. The table below sets forth the Relative TSR attainment and the number of shares earned for the completed performance period. Our absolute TSR was positive over the performance period.