Transaction Details

Footnotes

Represents shares of the Issuer's common stock underlying performance share units ("PSUs") with performance periods ending in calendar years 2026 and 2027 (each at 90%) that were eligible to vest based on the Issuer's relative total shareholder return or financial metrics, as applicable, over the relevant performance period. On December 29, 2025, the Board of Directors of the Issuer accelerated the vesting of the PSUs based on a determination of current performance against the goals in order to mitigate the adverse impact to the Issuer and the reporting person of Section 280G of the Internal Revenue Code in connection with the transactions contemplated by that certain Agreement and Plan of Merger, dated December 8, 2025, by and among the Issuer, Tropic Purchaser LLC, a Delaware limited liability company ("Parent") and Tropic Merger Sub LLC, a Hawaii limited liability company and wholly owned subsidiary of Parent. | Represents common stock withheld by the Issuer to cover tax withholding obligations arising from the vesting of previous grants of restricted stock units and performance share units.