Transaction Details

Footnotes

This security represents restricted stock units ("RSUs") granted to Scott Ostfeld ("Mr. Ostfeld"), a Managing Partner and Portfolio Manager of JANA Partners Management, LP ("JANA" or the "Reporting Person"), in connection with his service on the Issuer's Board of Directors. | The RSUs vest on the earlier of (1) the first anniversary of the date of grant and (2) the date of the first annual meeting of the Issuer's stockholders occurring after the date of grant, or earlier upon certain events. Each RSU represents a contingent right to receive one share of Common Stock upon settlement. | Mr. Ostfeld has assigned all rights to any shares issuable pursuant to the grant to the Reporting Person. Pursuant to the assignment, settlement of the award on vesting will be made to the Reporting Person. | JANA is a private money management firm which beneficially owns the securities reported herein through various accounts under its management and control. JANA Partners Management GP, LLC (the "GP") is the general partner of JANA. Barry Rosenstein is the Founder of the GP and JANA. Barry Rosenstein, JANA, and the GP disclaim any beneficial ownership of any of the Issuer's securities reported herein except to the extent of their pecuniary interest therein, if any.