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

(e) On May 24, 2022, the Compensation Committee of the Board authorized the grant of 4,200 performance based restricted stock units for Regina A. Tobin, the Company's Chief Learning and Culture Officer, with respect to her 2022 fiscal year service. These performance based restricted stock units were calculated by dividing $300,000 by $71.18 (which was the closing sales price of the Company's common stock on the Nasdaq Global Select Market on May 23, 2022), with such quotient being rounded up or down to the nearest 100 shares. Additionally, these performance based restricted stock units were granted on May 24, 2022 and will vest on January 8, 2023, subject to the achievement of defined goals established by the Compensation Committee of the Board. The performance targets are based upon earnings per share growth and pre-tax profits. Depending on the level of achievement of the goals, the number of performance based restricted stock units may be reduced to zero or increased to a maximum of two times the target amount shown above.





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