PALO ALTO : Change in Directors or Principal Officers, Other Events (form 8-K/A)

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On November 22, 2019, the Board appointed Rt Hon Sir John Key to serve on the Audit Committee of the Board and as the Chair of the Compensation Committee of the Board and Lorraine Twohill to serve on the Compensation Committee of the Board and the Nominating and Corporate Governance Committee of the Board.

Item 8.01. Other Events.

On November 22, 2019, the Board approved changes to the composition of the Board's standing committees as follows:

         •   the Audit Committee of the Board consists of Mary Pat McCarthy
             (Chair), John M. Donovan, Rt Hon Sir John Key and James J. Goetz;




         •   the Compensation Committee of the Board consists of Rt Hon Sir John
             Key (Chair), Carl Eschenbach, Lorraine Twohill and John M. Donovan;
             and




         •   the Nominating and Corporate Governance Committee of the Board consist
             of John Donovan (Chair), Asheem Chandna, Lorraine Twohill and
             Daniel J. Warmenhoven.

Additionally, the Board appointed John M. Donovan as the Company's Lead Independent Director.

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