WSFS FINANCIAL CORPORATION

DELIVERY TRANSFORMATION SUB-COMMITTEE A SUB-COMMITTEE OF THE CORPORATE DEVELOPMENT

COMMITTEE OF THE BOARD OF DIRECTORS

CHARTER

The Delivery Transformation Sub-Committee (the "Committee") of the Board of Directors (the "Board") of WSFS Financial Corporation (the "Company") has as its central guiding principle to act in the best long-term interests of the stockholders of the Company.

PURPOSE

The Committee is appointed by the Company's Board to assist the Board and management of the Company in developing and implementing the Company's Delivery Transformation strategy. The Committee will have the authority to take action on behalf of the Board as set forth in this Charter and as further designated by the Board.

MEMBERSHIP

The Committee shall be composed of at least five members of the Board. The members of the Committee shall periodically be evaluated by the Chair of Corporate Development Committee. This Committee shall designate a Chairperson and Vice Chairperson by majority vote of the Committee membership, in a process overseen by the Corporate Governance and Nominating Committee of the Board. The Board may add or remove a member to or from the Committee with or without cause at any time.

MEETINGS

The Committee shall meet monthly, alternating between telephonic and in-person, but also as frequently as necessary to fulfill its responsibilities. A majority of the Committee members will constitute a quorum for the transaction of business at any meeting of the Committee. Action of the majority at any such meeting will be the action of the Committee. The Committee may delegate authority to person(s), subcommittee(s) or the full Board when appropriate. The Chairperson of the Committee, in consultation with Committee members and management will determine the date, time, place and agenda. The Committee will maintain written minutes of the meetings which will be filed with the meeting minutes for the Board. In lieu of a meeting, the Committee may act by unanimous written consent.

The Committee shall conduct its operations generally in accordance with the applicable procedures set forth in the Company's Amended and Restated By-Laws with respect to the operations of the Board, except to the extent that such procedures are modified or superseded by the terms of this Charter.

DUTIES AND RESPONSIBILITIES

In addition to any responsibilities and duties assigned to the Committee from time-to-time by the Corporate Development Committee and the Board, the Committee shall:

  • 1. Review and provide guidance to management and the Board with respect to the Company's Delivery Transformation strategy.

  • 2. Provide advice to management in connection with the identification and evaluation of major delivery channel investments, and the engagement of implementation partners and advisors.

  • 3. Cause appropriate periodic evaluations of recent investments completed by the Company to be conducted, if and as deemed necessary.

  • 4. Provide a report of its meetings and activities to the Board on a regular basis, and report regularly to the Board on such issues as the Committee may determine are appropriate.

  • 5. Maintain written minutes of the meetings which will be filed with the meeting minutes for the Board.

  • 6. Review, and change as deemed necessary, this Charter from time-to-time, but no less than once a year.

The Committee will have the resources and authority necessary to perform its duties and responsibilities as enumerated in this Charter.

Approved this 10th day of December 2020.

Last amended November 19, 2020.

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WSFS Financial Corporation published this content on 22 February 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 22 February 2021 18:44:04 UTC.