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72

PROPOSAL 4: ADVISORY VOTE ON THE COMPENSATION OF OUR

NAMED EXECUTIVE OFFICERS

We are seeking an advisory vote of our shareholders on the compensation of our named

executive officers, as required by Section 14A of the Securities Exchange Act of 1934, as amended. Our

Board recommends that you vote in favor of a resolution approving the compensation of our named

executive officers as disclosed pursuant to Item 402 of Regulation S‐K, including the Compensation

Discussion and Analysis section and the tables and narrative discussion contained in this Proxy

Statement on pages 25 to 67. Since the vote is advisory in nature, the results will not be binding on our

Board or our Compensation and Human Resources Committee. However, if there is a significant vote

against our executive compensation policies and procedures, our Board and our Compensation and

Human Resources Committee will carefully evaluate whether any actions are necessary to address those

concerns. We intend to hold our next advisory vote on the compensation of our named executive

officers at our annual meeting in 2016.

OUR BOARD RECOMMENDS A VOTE “FOR” APPROVAL OF THE

COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS AS DISCLOSED IN THIS

PROXY STATEMENT. UNLESS OTHERWISE INDICATED ON YOUR PROXY, YOUR

SHARES WILL BE VOTED “FOR” THE APPROVAL OF THE COMPENSATION OF OUR

NAMED EXECUTIVE OFFICERS.