Page 19 of 27 – SEC Filing
(a) Starboard R LP, as the general partner
of Starboard C LP, may be deemed the beneficial owner of the 119,970 shares owned by Starboard C LP.
Percentage: Less
than 1%
(b) 1. Sole power to vote or direct vote: 119,970
2. Shared power to vote or direct vote:
0
3. Sole power to dispose or direct the
disposition: 119,970
4. Shared power to dispose or direct the
disposition: 0
(c) Starboard R LP has not entered into any
transactions in the Shares during the past sixty days. The transactions in the Shares on behalf of Starboard C
LP during the past sixty days are set forth in Schedule B and are incorporated herein by reference.
E. Starboard R GP
(a) Starboard R GP, as the general partner
of Starboard R LP, may be deemed the beneficial owner of the 119,970 shares owned by Starboard C LP.
Percentage: Less
than 1%
(b) 1. Sole power to vote or direct vote: 119,970
2. Shared power to vote or direct vote:
0
3. Sole power to dispose or direct the
disposition: 119,970
4. Shared power to dispose or direct the
disposition: 0
(c) Starboard R GP has not entered into any
transactions in the Shares during the past sixty days. The transactions in the Shares on behalf of Starboard C
LP during the past sixty days are set forth in Schedule B and are incorporated herein by reference.
F. Starboard Value LP
(a) As of the close of business on August 12,
2016, 251,895 Shares were held in the Starboard Value LP Account. Starboard Value LP, as the investment manager
of Starboard V&O Fund, Starboard C LP and the Starboard Value LP Account and the manager of Starboard S LLC, may be deemed
the beneficial owner of the (i) 1,726,345 Shares owned by Starboard V&O Fund, (ii) 216,790 Shares owned by Starboard
S LLC, (iii) 119,970 Shares owned by Starboard C LP, and (iv) 251,895 Shares held in the Starboard Value LP Account.
Percentage: Approximately
9.9%
(b) 1. Sole power to vote or direct vote: 2,315,000
2. Shared power to vote or direct vote:
0
3. Sole power to dispose or direct the
disposition: 2,315,000
4. Shared power to dispose or direct the
disposition: 0
| (a) | Starboard R LP, as the general partner of Starboard C LP, may be deemed the beneficial owner of the 119,970 shares owned by Starboard C LP. |
Percentage: Less
than 1%
| (b) | 1. Sole power to vote or direct vote: 119,970 |
| 2. Shared power to vote or direct vote: 0 |
| 3. Sole power to dispose or direct the disposition: 119,970 |
| 4. Shared power to dispose or direct the disposition: 0 |
| (c) | Starboard R LP has not entered into any transactions in the Shares during the past sixty days. The transactions in the Shares on behalf of Starboard C LP during the past sixty days are set forth in Schedule B and are incorporated herein by reference. |
| E. | Starboard R GP |
| (a) | Starboard R GP, as the general partner of Starboard R LP, may be deemed the beneficial owner of the 119,970 shares owned by Starboard C LP. |
Percentage: Less
than 1%
| (b) | 1. Sole power to vote or direct vote: 119,970 |
| 2. Shared power to vote or direct vote: 0 |
| 3. Sole power to dispose or direct the disposition: 119,970 |
| 4. Shared power to dispose or direct the disposition: 0 |
| (c) | Starboard R GP has not entered into any transactions in the Shares during the past sixty days. The transactions in the Shares on behalf of Starboard C LP during the past sixty days are set forth in Schedule B and are incorporated herein by reference. |
| F. | Starboard Value LP |
| (a) | As of the close of business on August 12, 2016, 251,895 Shares were held in the Starboard Value LP Account. Starboard Value LP, as the investment manager of Starboard V&O Fund, Starboard C LP and the Starboard Value LP Account and the manager of Starboard S LLC, may be deemed the beneficial owner of the (i) 1,726,345 Shares owned by Starboard V&O Fund, (ii) 216,790 Shares owned by Starboard S LLC, (iii) 119,970 Shares owned by Starboard C LP, and (iv) 251,895 Shares held in the Starboard Value LP Account. |
Percentage: Approximately
9.9%
| (b) | 1. Sole power to vote or direct vote: 2,315,000 |
| 2. Shared power to vote or direct vote: 0 |
| 3. Sole power to dispose or direct the disposition: 2,315,000 |
| 4. Shared power to dispose or direct the disposition: 0 |
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