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The company said on November 18, 2025 the Board appointed Mark Goodburn as a Class I director whose term expires at the 2027 annual meeting of shareholders, and he will serve as chair of the Audit Committee and as a member of the Security Committee.

8-KDeparture or Appointment of Directors or Certain OfficersFiled Period of report Summary published (UTC)

Key points

AI summary
  1. The company said on November 18, 2025 the Board appointed Mark Goodburn as a Class I director whose term expires at the 2027 annual meeting of shareholders, and he will serve as chair of the Audit Committee and as a member of the Security Committee.

  2. The company said Mary Pat McCarthy provided notice of her retirement from the Board on November 18, 2025, effective on January 23, 2026. It explained that she stepped down as chair of the Audit Committee and will remain a member of both the Audit Committee and the Security Committee until her retirement becomes effective, and that she retired voluntarily for strictly personal reasons.

  3. The company said Mark Goodburn, aged 63, served as Chairman and Global Head of Advisory of KPMG International from 2011 to 2021, and has served as a board member of C.H. Robinson Worldwide since May 2022.

  4. The company said it expects to grant Mark Goodburn an initial award of restricted stock units having a value of approximately $1,000,000 on or around December 10, 2025. The award will vest over 3 years, with 3 of 1 of the shares vesting on the 1st anniversary of the Grant Date and the remaining shares vesting equally over the subsequent 2 years on a quarterly basis, and the company also expects to grant an annual award of restricted stock units on the date of each annual meeting of shareholders.

Summary

AI-written

Analysis scope · Filing body and confirmed press-release exhibitWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

Appointment of Mark Goodburn as Director and Chair of Audit Committee

The company said on November 18, 2025 the Board appointed Mark Goodburn as a Class I director whose term expires at the 2027 annual meeting of shareholders, and he will serve as chair of the Audit Committee and as a member of the Security Committee.

Source · Based on the filing body and exhibits

Retirement of Mary Pat McCarthy and Committee Positions

The company said Mary Pat McCarthy provided notice of her retirement from the Board on November 18, 2025, effective on January 23, 2026. It explained that she stepped down as chair of the Audit Committee and will remain a member of both the Audit Committee and the Security Committee until her retirement becomes effective, and that she retired voluntarily for strictly personal reasons.

Source · Based on the filing body and exhibits

Mark Goodburn's Career and Current Board Service

The company said Mark Goodburn, aged 63, served as Chairman and Global Head of Advisory of KPMG International from 2011 to 2021, and has served as a board member of C.H. Robinson Worldwide since May 2022.

Source · Based on the filing body and exhibits

Mark Goodburn's Compensation: Initial Restricted Stock Units and Vesting

The company said it expects to grant Mark Goodburn an initial award of restricted stock units having a value of approximately $1,000,000 on or around December 10, 2025. The award will vest over 3 years, with 3 of 1 of the shares vesting on the 1st anniversary of the Grant Date and the remaining shares vesting equally over the subsequent 2 years on a quarterly basis, and the company also expects to grant an annual award of restricted stock units on the date of each annual meeting of shareholders.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

Source: SEC EDGAR (U.S. Securities and Exchange Commission). Item captions are the SEC's. The summary is for reference only and is not investment advice.