Item 5.02 Election of Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
On January 18, 2021, the board of directors of the Company (the "Board") elected
Gail Moody-Byrd to the Board as a Class II director and appointed her to serve
as a member of the Board's Audit and Risk Management Committee, effective on
January 18, 2021.
On January 18, 2021, the Board also elected Maria Fernanda Mejia to the Board as
a Class III director and appointed her to serve as a member of the Board's Audit
and Risk Management Committee, effective on January 18, 2021.
In connection with the appointments of Ms. Moody-Byrd and Ms. Mejia, the size of
the Board was increased from ten to twelve members.
Ms. Moody-Byrd and Ms. Mejia will receive compensation as non-employee directors
in accordance with the Company's non-employee director compensation policy
described in the Company's Definitive Proxy Statement on Schedule 14A, filed
with the Securities and Exchange Commission on April 24, 2020.
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