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Item 10. Directors, Executive Officers and Corporate Governance.

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Item 10. Directors, Executive Officers and Corporate Governance.

Refer to “Board and Governance Matters - Proposal 1 - Election of Directors” and “Board and Governance Matters - Board and Committee Governance” sections of the proxy statement.

Information about Our Executive Officers as of February 15, 2024:

NameOfficeAge
Jody L. BegleyExecutive Vice President and Chief Operating Officer52
Daniel J. BryantVice President and Treasurer54
Steven D’AmbrosiaVice President and Controller57
Murray R. GarnickExecutive Vice President and General Counsel64
William F. Gifford, Jr.Chief Executive Officer53
Salvatore MancusoExecutive Vice President and Chief Financial Officer58
Heather A. NewmanSenior Vice President, Chief Strategy & Growth Officer46
W. Hildebrandt Surgner, Jr.Vice President, Corporate Secretary and Associate General Counsel58
Charles N. WhitakerSenior Vice President, Chief Human Resources Officer and Chief Compliance Officer57

All of the above-mentioned executive officers have been employed by Altria or our subsidiaries in various capacities during the past five years.

As previously announced, Mr. Garnick will retire as Executive Vice President and General Counsel, effective April 1, 2024. Robert A. McCarter III (age 51) was elected to become Executive Vice President and General Counsel upon Mr. Garnick’s retirement. Mr. McCarter currently serves as Senior Vice President and Associate General Counsel, ALCS, a position he has held since November 2020.

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Prior to this role, he served as Vice President and Associate General Counsel, ALCS, from July 2015 through October 2020. Mr. McCarter has been continuously employed by ALCS in legal positions since 2015.

Mr. Whitaker’s wife and Mr. Surgner’s wife are first cousins.

Codes of Conduct and Corporate Governance

We have adopted the Altria Code of Conduct for Compliance and Integrity, which complies with requirements set forth in Item 406 of Regulation S-K. This Code of Conduct applies to all of our employees, including our principal executive officer, principal financial officer, principal accounting officer or controller, and persons performing similar functions. We have also adopted a code of business conduct and ethics that applies to the members of our Board of Directors. These documents are available free of charge on our website at www.altria.com.

Any waiver granted by us to our principal executive officer, principal financial officer or controller under the Code of Conduct, and certain amendments to the Code of Conduct, will be disclosed on our website at www.altria.com within the time period required by applicable rules.

In addition, we have adopted corporate governance guidelines and charters for our Audit, Compensation and Nominating, Corporate Governance and Social Responsibility Committees and the other committees of our Board of Directors. All of these documents are available free of charge on our website at www.altria.com.

The information on our websites is not, and shall not be deemed to be, a part of this Form 10-K or incorporated into any other filings we make with the SEC.

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