2,761 NDAQ shares were withheld to cover taxes or exercise cost (Officer)

1. Represents shares of Common Stock withheld for taxes in connection with the settlement of an equity award previously granted under the Issuer's Equity Incentive Plan.
2. Represents (i) 70,086 shares or units of restricted stock, of which 41,017 are vested, (ii) 75,118 shares of Common Stock underlying PSUs, 65,486 of which are vested, and (iii) 5,040 shares of Common Stock purchased under the Issuer's Employee Stock Purchase Plan.

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