Item 5. Other Information

Rule 10b5-1 Trading Plans

On March 6, 2024, Keith Jensen, our Chief Financial Officer, entered into a pre-arranged written stock sale plan in accordance with Rule 10b5-1 under the Exchange Act for the sale of shares of our common stock (the “Jensen Plan”) during an open trading window in accordance with our insider trading policy. The Jensen Plan is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act. The Jensen Plan provides for the potential sale by Keith Jensen of up to (a) 163,170 shares of our common stock, including upon the (i) vesting and settlement of RSUs and PSUs for shares of our common stock or (ii) exercise of vested options to purchase shares of our common stock, and (b) the net shares (which are not yet determinable) after shares are withheld to satisfy tax obligations upon such vesting and settlement, in each case, at the market price, all between June 5, 2024 and June 7, 2025.

The Jensen Plan includes a representation from Keith Jensen to the broker administering the plan that he was not in possession of any material nonpublic information regarding us or the securities subject to the Jensen Plan at the time that he entered into the Jensen Plan. He made a similar representation to us in connection with the adoption of the Jensen Plan under our insider trading policy. The representation was made as of March 6, 2024 and speaks only as of that date. In making the representation, Mr. Jensen did not provide assurance with respect to any material nonpublic information of which he was unaware, or with respect to any material nonpublic information acquired by him or us after the date of the representation.

Once executed, transactions under the Jensen Plan will be disclosed publicly through Form 4 and/or Form 144 filings with the SEC in accordance with applicable securities laws, rules and regulations. Except as may be required by law, we do not undertake any obligation to update or report any modification, termination or other activity under current or future Rule 10b5-1 plans that may be adopted by Keith Jensen or our other officers or directors or their affiliated entities.