(1)
As of December 31, 2020, based on information provided in Schedule 13G/A filed with the SEC on February 11, 2021 by Kayne Anderson Rudnick Investment Management LLC (“Kayne”). Kayne reported sole voting power with regard to 2,878,818 shares, shared voting power with respected to 1,469,729 shares, sole dispositive power with respect to 2,878,818 shares and shared dispositive power with respect to 1,469,729 shares. The address for Kayne 1800 Avenue of the Stars, 2nd Floor, Los Angeles, CA 90067.
(2)
As of December 31, 2020, based on information provided in Schedule 13G/A filed with the SEC on February 10, 2021 by The Vanguard Group (“Vanguard”). Vanguard reported sole voting power with regard to 0 shares, shared voting power with respected to 100,998 shares, sole dispositive power with respect to 3,997,078 shares and shared dispositive power with respect to 137,061 shares. The address for Vanguard is 100 Vanguard Blvd., Malvern, PA 19355.
(3)
As of December 31, 2020, based on the information provided in a Schedule 13G/A filed with the SEC on January 14, 2021 by Baillie Gifford & Co. Baillie Gifford & Co. reported sole voting power with regard to 3,250,068 shares and sole dispositive power with respect to 3,650,989. The address for Baillie Gifford & Co. is Calton Square, 1 Greenside Row Edinburgh EH1 3AN, Scotland, UK.
(4)
As of December 31, 2020, based on information provided in a Schedule 13G/A filed with the SEC on February 1, 2021 by BlackRock, Inc. (“BlackRock”) in which BlackRock reported that it has sole voting power with respect to 3,400,922 shares of our common stock and sole power to dispose of, or direct the disposition of 3,526,413 shares of our common stock. The address for BlackRock is 55 East 52nd Street, New York, NY 10055.
(5)
As of December 31, 2020, based on information provided in a Schedule 13G/A filed with the SEC on February 16, 2021 by T. Rowe Price Associates, Inc. (“T. Rowe”) in which T. Rowe reported that it has sole voting power with respect to 723,291 shares of our common stock and sole power to dispose of, or direct the disposition of 3,286,651 shares of our common stock. The address for T. Rowe is 100 E. Pratt Street, Baltimore, MD 21202.
(6)
Includes DSUs granted to the directors for Board service that were immediately vested upon grant: Mr. Dunbar, 5,989 DSUs, Mr. Diaz, 8,353 DSUs, Mr. Douglas, 8,438 DSUs, Ms. Isbell, 6,946 DSUs, Mr. Wyszomierski, 8,438 DSUs and Ms. Drake 2,817 DSUs.
(7)
Includes shares which the current executive officers have the right to acquire on or prior to May 15, 2021 through the exercise of stock options or RSU vesting: Mr. Black, 733,379 shares; Mr. Guthrie, 15,841 shares; Mr. Brisendine, 93,459 shares; Mr. Salmon, 15,048 shares; Mr. Ketter, 69,382 shares; Mr. Weller, 23,574 shares. All current executive officers as a group have the right to acquire 950,638 shares prior to May 15, 2021 through the exercise of stock options and RSU vesting.
Certain Relationships and Related Party Transactions
Policies and Procedures for Related Person Transactions
The Board has approved policies and procedures with respect to the review and approval of certain transactions between us and a “related person,” or a “related person transaction,” which we refer to as our “Related Person Transaction Policy.” Pursuant to the terms of the Related Person Transaction Policy, the Board, acting through the Nominating and Corporate Governance Committee, must review and decide whether to approve or ratify any related person transaction. Any related person transaction is required to be reported to our legal department, which will then determine whether it should be submitted to the Nominating and Corporate Governance Committee for consideration. The Nominating and Corporate Governance Committee must then review and decide whether to approve any related person transaction.
For the purposes of the Related Person Transaction Policy, a related person transaction is a transaction, arrangement or relationship (or any series of similar transactions, arrangements or relationships) in which we (including any of our subsidiaries) were, are or will be a participant and the amount involved exceeds $120,000, and in which any related person had, has or will have a direct or indirect interest.
A “related person,” as defined in the Related Person Transaction Policy, means any person who is, or at any time since the beginning of our last fiscal year was, a director or executive officer of the Company or a