Common use of Extraordinary Items or Events Clause in Contracts

Extraordinary Items or Events. In addition to the non-GAAP measures and adjustments historically used by the Company in determining EPS, the following items shall be disregarded in determining achievement of the EPS growth performance goal: extraordinary items or events that have unanticipated impact (e.g., the Ukraine Conflict), corporate transactions (including acquisitions or dispositions) and other unusual or nonrecurring items. For purposes of such EPS growth determinations, the impact of unplanned share repurchases attributable to corporate transactions (including acquisitions or dispositions) shall be disregarded. The example below assumes: • 90,000 Total Target Shares are awarded, resulting in an RSU Award of: ◦ 45,000 Target rTSR Shares, ◦ 45,000 Target EPS Shares, and ◦ 180,000 Maximum Shares

Extraordinary Items or Events. In addition to the non-GAAP measures and adjustments historically used by the Company in determining EPS, the following items shall be disregarded in determining achievement of the EPS growth performance goal: extraordinary items or events that have unanticipated impact (e.g., the Ukraine Conflict), corporate transactions (including acquisitions or dispositions) and other unusual or nonrecurring items. For purposes of such EPS growth determinations, the impact of unplanned share repurchases attributable to corporate transactions (including acquisitions or dispositions) shall be disregarded. EXAMPLE The example below assumes: • 90,000 Total Target Shares are awarded, resulting in an RSU Award of: ◦ 45,000 Target rTSR Shares, ◦ 45,000 Target EPS Shares, and ◦ 180,000 Maximum Shares