Board Justification

Our executive compensation program is designed to achieve the following objectives: • Attract, motivate and retain quality executive officers to ensure the success and growth of the Company; • Align executive compensation with the Company’s corporate strategies, performance against business objectives and goals and the creation of long-term value for our stockholders; and • Utilize performance metrics aligned with the Company’ business objectives and our stockholder interests in the short-, mid- and long-term to drive accountability, recognize performance, drive engagement and retention, and manage risks associated with underperformance.

Board Justification

The overall annual bonus plan payout for each named executive officer was based upon the following two factors: 1. Pre-established Annual Corporate Performance Goals (75%). 2. Evaluation of Individual Performance (25%).

Board Justification

401(k) contributions made by the Company

Board Justification

The value realized on vesting is determined by multiplying the number of RSUs that vested by the per-share closing price of our common stock on the vesting date.