Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Appointment to Board of Directors
The Company has appointed Mr. Brad Dacus to the Board of Directors, effective
December 1, 2019, to fill a vacancy on the Board as voted by the Board of
Directors and recommended to the Board by the Nominating and Corporate
Governance Committee.
Mr. Brad Dacus is the president and founder of the Pacific Justice Institute
("PJI"). Mr. Dacus founded the Pacific Justice Institute in 1997 and has served
as President of this nonprofit organization for more than 22 years. PJI has five
offices in California as well as satellite offices in Oregon, Washington state,
Nevada, and Colorado. PJI has a network with hundreds of volunteer affiliate
attorneys and handles more religious liberty and parental rights cases on the
West Coast than any other organization of its kind. Mr. Dacus is licensed to
practice law in both Texas and California.
Mr. Dacus can be heard weekly on The Dacus Report on more than 170 radio
stations across the country. He has testified before the United States House of
Representatives in Washington, D.C. and has testified numerous times before the
California State Legislature on legislation affecting religious freedom and
parental rights. He was presented an honorary Doctorate of Religious Freedom and
Family Rights degree from California Baptist University in recognition of his
commitment to faith and justice and of his work protecting parental rights and
religious freedom through PJI.
Mr. Dacus received his Bachelors in Business Administration and Finance at Texas
A&M University in 1986. He then spent a year working for Electronic Data Systems
as a part of the accounting financial management development program. After
that, he worked as a Legislative Assistant to United States Senator Phil Graham
in Washington DC. Later, he attended Law School at the University of Texas in
Austin where he received his Juris Doctorate degree in 1991. He spent a year
working for the Pacific Legal Foundation as a part of their fellowship program.
Then, in 1992, he opened the Western Regional Development Office for the
Rutherford Institute, a nonprofit legal organization defending religious
freedom. For five years, he developed a network of attorneys in 14 western
states and coordinated litigation in this region before his founding of PJI.
There are no arrangements or understandings between Mr. Dacus and any other
person pursuant to which he was elected to the Board, and there are no
relationships between Mr. Dacus and the Company that would require disclosure
under Item 404(a) of Regulation S-K of the Securities Exchange Act of 1934, as
amended. For his services on the Board, Mr. Dacus will be compensated as an
independent director. Mr. Dacus will serve on the Company's Audit Committee. Mr.
Dacus will be a Class II director up for reelection at the 2022 annual
stockholders meeting.
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