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<div>The Audit Committee Council (ACC) provides input to the CAQ primarily with respect to supporting audit committee members in fulfilling their responsibilities for the appointment, compensation, retention and oversight of the work of external auditors. The Council discusses other relevant audit committee responsibilities related to internal audit oversight and other risks in the context of audit quality.</div>
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Audit Committee Council

<ul>
 	<li>AC Chair, Delta Airlines, (Member since 2015, Chair since 2024)</li>
 	<li>AC Chair, Beyond Meat since 2018, Food Processing</li>
 	<li>AC Member, CGI since 2018, IT and business consulting</li>
 	<li>AC Chair, Spelman College since 2009</li>
</ul>
Kathy Waller retired from The Coca-Cola Company (NYSE: KO) in March 2019 after more than 30 years of service, most recently as Executive Vice President, Chief Financial Officer and President, Enabling Services. She is a former director of Cadence Bancorporation. Ms. Waller is a member of the American Institute of CPAs and Georgia Society of CPAs.

Ms. Kathy N. Waller, Chair

<ul>
 	<li>AC Chair, Marsh &amp; McLennan, also on ESG committee, director since 2016; Global professional services firm</li>
 	<li>Corporate Governance Committee Chair, Talent Management and Compensation Committee Member, former AC Member, Exelon; director since 2013; Utility services holding company</li>
 	<li>Nominating and Governance Committee Chair, AAR Corp., director since 2012; Aerospace and defense</li>
 	<li>Audit and Risk Committee Chair and Executive Committee member, USGA, director since 2020; Golf association</li>
</ul>
Tony Anderson served as Vice Chair and Midwest Area Managing Partner of Ernst &amp; Young LLP from 2006 until his retirement in April 2012. He joined Ernst &amp; Young in 1977 and held various management positions during his 35-year career there. Mr. Anderson served on the Board of the Federal Reserve Bank of Chicago from 2008 to 2010. He is a member of the American, California and Illinois Institutes of Certified Public Accountants. In addition to current boards noted above, he is a former director of First American Financial Corporation.

Mr. Anthony (Tony) K. Anderson

<ul>
 	<li>AC Chair, NiSource Inc. since 2018, Utilities</li>
 	<li>AC Member, The Hanover Insurance Group, since 2020, Insurance</li>
 	<li>Director, Unum Group since 2013, Life insurance</li>
 	<li>Director, Foundation for the Mid South</li>
</ul>
Theo Bunting most recently served as group president, utility operations, at Entergy Corporation (“Entergy”), an integrated energy company, from 2012 until his retirement in 2017. Before that, he was senior vice president and chief accounting officer at Entergy from 2007 to 2012, and chief financial officer of several subsidiaries from 2000 to 2007. He previously served as a director of Imation Corp., a global data storage and information security company and on the board of Hendrix College.

Mr. Theodore (Theo) Bunting, Jr.

<ul>
 	<li>Former AC Chair, Whirlpool, from 1997 - 2023, Home appliances</li>
 	<li>AC Chair, Purple Innovation since 2018, Comfort solutions</li>
 	<li>Trustee, Rensselaer Polytechnic Institute, since 1996</li>
 	<li>Board of Governors, College of Charleston</li>
</ul>
From June 2017 until January 2020, Gary DiCamillo served as President and Chief Executive Officer of Universal Trailer Corporation, a manufacturer of leading livestock and utility trailer brands. Since January 2010, Mr. DiCamillo has been the managing partner of Eaglepoint Advisors, LLC, a privately held advisor to boards and chief executive officers. Prior to that he was the former president and chief executive officer of Advantage Resourcing (formerly known as RADIA International), a group of privately held technical, professional and commercial staffing companies based in Dedham, Massachusetts, from 2002 until August 2009. Previously, he was chairman and chief executive officer at the Polaroid Corporation from 1996 to 2002. He also has served as president of Worldwide Power Tools and Accessories at Black &amp; Decker Corporation from 1986 to 1996 and before that as vice president/general manager for Culligan U.S.A., a division of Beatrice Corporation. He began his career in brand management at Procter &amp; Gamble Co., followed by several years as a manager at McKinsey &amp; Company.

Mr. DiCamillo also served as a board member of The Sheridan Group, Inc., a digital and analog printing company, from May 1989 until February 2017; a board member of Pella Corp., a window and door manufacturer, from 1993 until 2007, then again from 2010 until 2018, where he had chaired the compensation committee from May 2015 to February 2018; a board member of Berkshire Manufactured Products Corp., a manufacturer of aircraft engine parts, from February 2011 to September 2015, where he chaired the audit committee from May 2012 to September 2015; a board member of Universal Trailer Corp., a manufacturer of horse, livestock and cargo trailers for farm, recreational, and commercial markets, from March 2011 to January 2020 and a board member of EmployBridge Holding Company, a commercial and specialty contract staffing company, from May 2014 to August 2016, where he has chaired the compensation committee.

Mr. Gary T. DiCamillo

<ul>
 	<li>AC Chair, Analog Devices, Inc., director since 2018 (audit committee chair since 2021)</li>
 	<li>AC Chair, Aspen Technology, Inc, since 2021</li>
 	<li>AC Chair, iROBOT Corporation, director since 2021 (audit committee chair since 2022)</li>
 	<li>Board of Trustees of the University of Illinois Foundation</li>
</ul>
Karen Golz is a retired partner from Ernst &amp; Young (EY), a public accounting firm, where she held various senior leadership roles during her 40-year tenure, most recently as Global Vice Chair, Japan from 2016 to 2017 and Global Vice Chair, Professional Practice from 2010 to 2016. She currently also serves as Senior Advisor to The Boston Consulting Group’s Audit and Risk Committee.

Ms. Golz earned her B.S. degree in Accountancy, summa cum laude, from the University of Illinois, Urbana-Champaign and is a certified public accountant licensed in several jurisdictions.

Ms. Karen M. Golz

<ul>
 	<li>AC Chair, OptiNose, Inc. since 2018, Pharmaceuticals</li>
</ul>
Sandra Helton is the former EVP/CFO/Director of Telephone &amp; Data Systems, Inc. (TDS) and former Vice President, Corporate Controller of Compaq and Senior Vice President, Treasurer of Corning. She previously served as the Audit Committee Chair on Covetrus, Inc. and Principal Financial Group.

Ms. Sandra Helton

<ul>
 	<li>AC Chair, MetLife, Inc. since 2016, Life insurance</li>
 	<li>AC Member (AC Chair until September 2021), DXC.technology since 2017, Information technology services</li>
</ul>
David Herzog served as the Chief Financial Officer and Executive Vice President of American International Group (AIG) from 2008 to 2016. Mr. Herzog served as Senior Vice President and Comptroller of AIG from June 2005 to October 2008, Chief Financial Officer for worldwide life insurance operations from April 2004 to June 2005 and Vice President, Life Insurance from 2003 to 2004. In addition, Mr. Herzog has served in other senior officer positions for AIG and its subsidiaries, including as the Chief Financial Officer and Chief Operating Officer of American General Life following its acquisition by AIG. Previously, Mr. Herzog served in various executive positions at GenAmerica Corporation and Family Guardian Life, a Citicorp company, and at a large accounting firm that is now part of PricewaterhouseCoopers LLP. Mr. Herzog was previously on the Board of Directors of AerCap Holdings N.V.

Mr. David L. Herzog

<ul>
 	<li>AC Chair, Weyerhaeuser. Board member since 2016 with the merger with Plum Creek Timber</li>
 	<li>Compensation and Human Capital Chair, Healthpeak Properties, Inc. Board member since 2019.</li>
 	<li>Trustee and Executive Committee, The Brookings Institution</li>
 	<li>AC Member, Freeport-McMoRan Inc., Board member since 2021</li>
</ul>
Sara Lewis has served on 7 public company boards over the past 17 years. Ms. Lewis serves on the Board of the Weyerhaeuser Company, the world’s largest timber, land and forest products company, with revenue of $7.5 billion and 11 million acres of timberlands. Ms. Lewis serves on the Board of Healthpeak Properties, Inc, the $25 billion owner and developer high-quality Life Science, Senior Housing and Medical Office real estate. Ms. Lewis serves on the Board of Everside Health, one of the largest direct primary care providers in the US. Ms. Lewis served on the board of Sun Life Financial, a leading global financial services organization with $30 billion in revenue and total assets under management of $1 trillion.

Ms. Lewis serves on the Board of Trustees of the Brookings Institution, where she is a member of the Executive Committee and Chairs the Governance Studies Leadership Council. Ms. Lewis serves on the Leadership Board of the U.S. Chamber of Commerce Center for Capital Markets Competitiveness. Ms. Lewis, the retired EVP and Chief Financial Officer of Washington Real Estate Investment Trust, served on the PCAOB Standing Advisory Group from 2015 – 2017.

Ms. Sara Grootwassink Lewis

<ul>
 	<li>AC Chair, Verizon since 2015, Telecommunications</li>
 	<li>Trustee and AC Chair, Goldman Sachs Asset Management</li>
 	<li>Trustee, Goldman Sachs Trust since 2015</li>
</ul>
Greg Weaver was Chairman and Chief Executive Officer of Deloitte’s audit and enterprise risk services firm, Deloitte &amp; Touche LLP, from 2012 to 2014 and from 2001 to 2005. From 2006 to 2012, he served on the board of directors of Deloitte’s U.S. organization and on its Governance, Compensation and Succession Committees.  During Mr. Weaver’s 40 years of experience at Deloitte, including 30 years as a partner, he served as lead client service partner, audit partner and advisory partner for several of Deloitte &amp; Touche’s largest clients. Mr. Weaver has served on the board of trustees of the Goldman Sachs Trust since 2015.

Audit Committee Council

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