Enbridge Inc 10-K/A, filed Mar 13, 2024

About this 10-K/A

Enbridge Inc (ENB)

10-K/A 2024-03-13 For: 2023-12-31

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Enbridge Inc filed this 10-K/A on March 13, 2024, covering the fiscal year ended December 31, 2023.

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Canada		98-0377957
(State or Other Jurisdiction of Incorporation or Organization)		(I.R.S. Employer Identification No.)


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Shares	ENB	New York Stock Exchange


		Page
	PART III
Item 10.	Directors, Executive Officers and Corporate Governance		2
Item 11.	Executive Compensation		18
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters		74
Item 13.	Certain Relationships and Related Transactions, and Director Independence		77
Item 14.	Principal Accounting Fees and Services		78
	PART IV
Item 15.	Exhibits and Financial Statement Schedules		80
Item 16.	Form 10-K Summary		80
	Exhibit Index		81
	Signatures		82



Audit, Finance and Risk Committee	Sustainability Committee	Governance Committee	Human Resources and Compensation Committee	Safety and Reliability Committee

Teresa S. Madden (Chair)¹	Susan M. Cunningham (Chair)	Stephen S. Poloz (Chair)	Steven W. Williams (Chair)	Gaurdie E. Banister (Chair)

Gaurdie E. Banister	Pamela L. Carter	Mayank M. Ashar	Mayank M. Ashar	Jason B. Few

Jason B. Few¹	Jason B. Few	Teresa S. Madden	Susan M. Cunningham	Manjit Minhas

Stephen S. Poloz	Manjit Minhas	S. Jane Rowe	S. Jane Rowe	Dan C. Tutcher²

	Dan C. Tutcher²			Steven W. Williams


Auditor Firm ID: PCAOB ID 271		Auditor Name: PricewaterhouseCoopers LLP		Auditor Location: Calgary, Canada



Public
Gulf Capital Bank		• Director • Chair, governance committee


		Gregory L. Ebel President & CEO

		Patrick R. Murray Executive Vice President & Chief Financial Officer (“CFO”)

		Colin K. Gruending Executive Vice President & President, Liquids Pipelines

		Cynthia L. Hansen Executive Vice President & President, Gas Transmission & Midstream

		Matthew A. Akman Executive Vice President, Corporate Strategy & President, Power



		2023 achievements • Achieved leading safety performance across the business • Financial results above midpoint of guidance range continues 18-year history of achieving financial guidance • Announced 29^th consecutive annual dividend increase • Announced the acquisition of three gas utilities from Dominion Energy Inc. for an aggregate purchase price of $19 billion, 85% of which is prefunded • Placed $2 billion of growth capital into service • Secured $10 billion of new organic growth • High utilization across all businesses • Filed the Mainline tolling settlement with the Canada Energy Regulator (“CER”) • Significantly enhanced balance sheet strength ahead of closing of U.S. gas utilities acquisitions • Acquired strategically located gas storage assets in British Columbia (Aitken Creek) and the U.S. Gulf Coast (Tres Palacios) • Acquired equity stake in Divert Inc. and purchased Morrow Renewables, expanding our RNG portfolio


		Align to Enbridge’s business strategy • Our compensation programs are designed to motivate management to deliver exceptional value by focusing on safe and reliable operations while maintaining financial strength and flexibility, and executing on growth opportunities consistent with our low-risk business model. • Compensation program payouts are designed to align with achievement of our strategic priorities and outcomes.
		Align to Enbridge’s values • Enbridge is committed to delivering steady, visible and predictable results, and operating our assets in an ethical and responsible manner. • Core to our strategy is our industry-leading approach to sustainability performance. Our compensation programs reward behaviours and outcomes aligned to our values, which are closely aligned to sustainability goals. • We assess performance and compliance against our sustainability metrics.
		Attract and retain a highly effective executive team • Incenting and engaging a high performing executive team is essential for achieving our strategic goals and building a sustainable future for Enbridge. • Total direct compensation is targeted at the median of a single compensation benchmarking peer group of U.S. and Canadian companies to reflect Enbridge’s identity as a North American leader. • Compensation programs reward employees for high performance and their potential for future contributions.



				What we do

				• Use a pay-for-performance philosophy whereby the majority of compensation provided to executives is “at risk”

				• Use a blend of short-, medium- and long-term incentive awards that are linked to business plans for the respective timeframe

				• Incorporate risk management principles into all decision-making processes to help ensure compensation programs do not encourage inappropriate or excessive risk-taking by executives

				• Regularly review executive compensation programs through independent third-party experts and advisors to support regulatory compliance and ongoing alignment with shareholders

				• Use both preventative and incident-based safety, environmental and operational metrics that are directly linked to short-term incentive awards with a maximum payout of 2x target

				• Regularly review share ownership requirements that align the interests of executives with those of Enbridge shareholders

				• Benchmark executive compensation programs against a group of similar companies (by organization size, industry and geography) in North America, to assess that executives are compensated at competitive levels

				• Adopted a clawback policy in accordance with new SEC and NYSE requirements, complementing our existing Incentive Compensation Clawback Policy

				• Use double-trigger change in control provisions within all cash and incentive plan agreements

				• Hold an annual advisory shareholder vote on our approach to executive compensation, commonly known as “say on pay”

				• Integrate performance against our sustainability goals (including safety, GHG emissions intensity reduction, and diversity and inclusion initiatives) into the short-term incentive and performance stock unit programs

				• Regularly perform quantitative modelling, and stress test performance and potential compensation scenarios to assess reasonability of executive awards as compared to our compensation peer group

				• Regularly engage with shareholders on our executive compensation program philosophy

				What we don’t do

				• Count performance stock units or unexercised stock options toward share ownership requirements

				• Grant stock options with exercise prices below 100% fair market value or re-price out-of-the-money options

				• Use employment agreements with single-trigger voluntary termination rights in favour of executives

				• Permit hedging of Enbridge securities by directors, officers, or other employees

				• Grant loans to directors or senior executives

				• Provide stock options to non-employee directors

				• Guarantee incentive payouts

				• Apply tax gross-ups to awards

				• Provide excessive perquisites

				• Allow repricing or cash buyout of underwater options without shareholder permission



Nature of work	Approximate fees in 2023 ($)		Approximate fees in 2022 ($)

Executive compensation related¹		406,106		382,389

All others²		7,389,719		6,938,373

Total		7,795,825		7,320,762



Timeframe	Short-term		Medium-term		Long-term

Variability	Fixed	At-risk

Compensation element	Base Salary	Short-term Incentive Plan (“STIP”)	Performance Stock Units (“PSUs”)	Restricted Stock Units (“RSUs”)	Incentive Stock Options (“ISOs”)

Reference for more information	• Page 32	• Page 32	• Page 38	• Page 39	• Page 40

Key features	• Reviewed annually, with consideration of scope and role responsibilities, competency, and market conditions • Increases based on performance and market data	• Annual incentive reward based on performance against company, business unit, and individual targets	• Granted annually • Three-year term • Cash payout subject to performance hurdles and results achieved against predetermined criteria	• Granted annually • Three-year cliff vest • Share-settled	• Vest over four years and have a 10-year term • Realized value based on share price difference at grant date and at time of exercise

Objectives	• Fixed cash compensation for performing day-to-day responsibilities of the role	• Motivate delivery of results tied to executing the business strategy • Reward achievement for performance year	• Align with the interests of shareholders • Motivate strong performance relative to external peers and stock price appreciation	• Align with the interests of shareholders • Motivate longer-term value generation and stock price appreciation	• Align with the interests of shareholders • Motivate longer-term value generation and stock price appreciation



2023 compensation peer group

Canada

Canadian National Railway Company		Suncor Energy Inc.

Canadian Natural Resources Limited		TC Energy Corporation

U.S.

Chevron Corporation		NextEra Energy Inc.

Conoco Phillips		Occidental Petroleum Corporation

Dominion Energy Inc.		Phillips 66

Duke Energy Corporation		Schlumberger Limited

Energy Transfer LP		The Southern Company

Enterprise Products Partners L.P.		The Williams Companies Inc.

Halliburton Company		Union Pacific Corporation

Kinder Morgan Inc.



Priorities		Actions

1.	Ensure safe and reliable operations and cost-efficient transportation solutions for customers	• Achieved leading performance on employee, contractor and operational safety • Executed integrity and maintenance capital programs efficiently and effectively across each business • Advanced Gas Transmission modernization program, reducing emissions and enhancing reliability

2.	Execute secured growth capital program and maximize asset returns	• Placed $2 billion of secured growth capital into service, generating attractive risk-adjusted returns • Advanced construction of three offshore wind projects, Fécamp, Provence Grande Large and Calvados French • Advanced multi-year modernization program of Gas Transmission system • Completed 46,000 new customer connections in Ontario and received the Ontario Energy Board’s decision on the first phase of the rebasing process for 2024—2028 rates • Sanctioned Enbridge Houston Oil Terminal • Filed the Mainline tolling settlement with the CER

3.	Deliver financial results and maintain balance sheet strength	• Achieved adjusted EBITDAof $16.5 billion¹, at the top of the guidance range, and an increase over 2022 of 6% • Achieved DCF per share of $5.48¹, above the midpoint of the guidance range • Increased the 2023 quarterly dividend by 3.1% to $0.915 ($3.66 annualized) per share, reflecting the 29^th consecutive annual increase • Rated BBB+ (or equivalent) by all four of our credit rating agencies • Managed foreign exchange and interest rate volatility with robust enterprise-wide financial risk management program • Sold interest in Alliance Pipeline and Aux Sable for $3.1 billion, continuing track record of recycling capital at attractive valuations

4.	Grow core business through disciplined investment of approximately $6 billion of investment capacity	• Announced $19 billion acquisition of three U.S. gas utilities from Dominion Energy Inc., of which 85% of the aggregate purchase price has been successfully pre-funded • Secured $10 billion of new organic growth, including $5 billion of short-cycle capital in the aforementioned U.S. utility businesses and the US$1.2 billion Rio Bravo Pipeline • Acquired Tres Palacios and Aitken Creek gas storage assets in strategically located regions, supporting need for critical natural gas infrastructure to support LNG exports • Acquired portfolio of landfill-to-RNG assets from Morrow Renewables and acquired a 10% equity stake in Divert Inc., providing a sizeable foothold in the RNG industry • Acquired interest in Fox Squirrel solar farm in partnership with EDF Renewables, building on Enbridge’s existing renewable portfolio in North America • Increased interest in German offshore wind farms, supporting renewables growth and progressing emissions reductions • Built on U.S. Gulf Coast export strategy through increased interest in Gray Oak Pipeline

5.	Execute on sustainability goals	• Issued 22^nd annual Sustainability Report • Made progress towards our Indigenous Reconciliation Action Plan targets • Signed a letter of intent to advance blue ammonia export facility at Enbridge Ingleside Energy Center as part of our lower-carbon development pipeline • Issued over $3 billion sustainability-linked bonds in North American debt markets • Increased representation of diverse employees within our workforce and Board of Directors



	Base salary at December 31

Executive	2022¹ ($)		2023¹ ($)

Gregory L. Ebel²		–		1,780,110

Patrick R. Murray³		–		735,000

Colin K. Gruending		733,644		875,000

Cynthia L. Hansen		742,108		863,419

Matthew A. Akman³		–		550,000



			Performance measure weighting


Executive	STIP target (% of base salary)		Company		Business unit		Individual

Gregory L. Ebel		145%		60%		30%		10%

Patrick R. Murray		100%		60%		30%		10%

Colin K. Gruending		100%		40%		50%		10%

Cynthia L. Hansen		100%		40%		50%		10%

Matthew A. Akman		90%		60%		30%		10%



Key performance indicator		Metrics	Weight¹

	Ensure safe, reliable operations	• Total Recordable Incident Frequency (“TRIF”)², Environmental Incident Frequency, Pipeline System Safety, Total Damages Per 1000 Locates, release volume, cybersecurity, transmission reliability and integrity compliance	30-40%

	Maintain financial strength and flexibility	• Ability to maintain strong cost control and to ensure financial flexibility and assist in achieving financial guidance as outlined to investors and defined in the long-range plan • EBITDA³	20-35%

	Progress toward our sustainability goals	• Reduction of GHG emissions intensity • Increase in diverse employee representation	10%

	Extend and execute growth	• EBITDA generated by growth capital, including organic growth projects and mergers and acquisitions	10-20%



Business unit scorecard	Executive	2023 scorecard result

Composite measure	Gregory L. Ebel¹	1.74x

Central Functions	Patrick. R. Murray Matthew A. Akman (75%)	1.57x

Liquids Pipelines	Colin K. Gruending	1.85x

Gas Transmission and Midstream	Cynthia L. Hansen	1.68x

Power	Matthew A. Akman (25%)	1.84x



Executive	Target award^1,2 ($)		Corporate multiplier		Business unit multiplier		Individual multiplier		Overall multiplier		Actual award¹ ($)

Gregory L. Ebel		2,581,160		1.65		1.74		2.00		1.71		4,418,945

Patrick. R. Murray³		552,760		1.65		1.57		1.80		1.65		911,271

Colin K. Gruending		875,000		1.65		1.85		1.90		1.78		1,553,125

Cynthia L. Hansen		863,419		1.65		1.68		1.80		1.68		1,450,544

Matthew A. Akman⁴		457,027		1.65		1.77		1.75		1.70		775,354



	PSU	RSU	ISO

Term	Three years	Three years	10 years

Description	Phantom share/units with performance conditions that affect the payout	Phantom share/units	Options to acquire Enbridge shares For U.S. participants, awards are granted in non-qualified options that do not meet the requirements of Section 422 of the U.S. Internal Revenue Code

Frequency	Granted annually	Granted annually	Granted annually

Performance conditions	45% DCF per share growth relative to a target set at the beginning of the term	n/a	Stock price appreciation from date of grant
	45% TSR performance relative to performance peer group
	10% GHG emissions intensity reduction

Vesting	Units cliff vest at the end of the term including dividend equivalents as additional units	Units cliff vest at the end of the term including dividend equivalents as additional units	Options vest 25% per year over four years, starting on the first anniversary of the grant date

Payout	Paid out in cash based on market value of an Enbridge share at maturity, subject to adjustment from 0-200% based on achievement of the performance conditions above	Settled in shares at the end of the term	Participant acquires Enbridge shares at the exercise price defined as fair market value at the time of grant



Executive	2023 target medium- and long-term incentives	Annual grant
Executive	2023 target medium- and long-term incentives	PSUs		RSUs		ISOs

Gregory L. Ebel	650%		390%		130%		130%

Patrick. R. Murray	425%		255%		85%		85%

Colin K. Gruending	425%		255%		85%		85%

Cynthia L. Hansen	425%		255%		85%		85%

Matthew A. Akman	350%		210%		70%		70%



Metrics	Description	Weights

DCF per share growth	Represents a commitment to Enbridge shareholders to achieve DCF growth that demonstrates Enbridge’s ability to deliver on its growth plan and continued dividend increases. Measurement against Enbridge’s long-range plan, as well as against industry growth rates, differentiates this metric compared to its use in the STIP, which is based on the one-year external guidance range. The different measurement periods are designed to avoid excessive overlap between Enbridge’s compensation programs. Furthermore, DCF per share growth comprises only 45% of the overall PSU plan.		45	%

Relative TSR	For this measure, Enbridge compares itself against a performance peer group of companies, chosen because they are all capital market competitors, operating in comparable geographies and industry sector.		45	%

GHG emissions intensity reduction	The GHG emissions intensity reduction targets are established based on the estimated intensity and corresponding percent GHG emissions reduction from our operations in the target year relative to 2018 baseline. The GHG emissions intensity reduction metric reinforces our commitment to reduce the emissions intensity by 35% from our operations by 2030. Enbridge’s emissions reduction performance is made public in our annual Sustainability Report.		10	%



Performance peer group: relative TSR

Canada

Canadian Utilities Limited Class A		Pembina Pipeline Corporation

Fortis Inc.		TC Energy Corporation

U.S.

CenterPoint Energy, Inc.		NiSource Inc.

Dominion Energy Inc.		ONEOK, Inc.

DTE Energy Company		PG&E Corporation

Duke Energy Corporation		Plains All American Pipeline, L.P.

Energy Transfer L.P.		Sempra Energy

Enterprise Products Partners L.P.		Southern Company

Kinder Morgan, Inc. Class P		Williams Companies, Inc.

NextEra Energy, Inc.



Executive	Number of PSUs granted (#)		Grant value (as % of base salary)

Gregory L. Ebel		132,390	390%

Patrick. R. Murray¹		23,409	219%

Colin K. Gruending		35,260	255%

Cynthia L. Hansen		36,090	255%

Matthew A. Akman		17,640	210%



Executive	Number of RSUs granted (#)		Grant value (as % of base salary)

Gregory L. Ebel		44,130	130%

Patrick. R. Murray¹		7,800	73%

Colin K. Gruending		11,750	85%

Cynthia L. Hansen		12,030	85%

Matthew A. Akman		5,880	70%



Executive	Number of ISOs granted (#)		Grant value (as % of base salary)

Gregory L. Ebel		335,560	130%

Patrick. R. Murray¹		75,754	73%

Colin K. Gruending		112,770	85%

Cynthia L. Hansen		91,470	85%

Matthew A. Akman		56,400	70%



	Multiplier¹	DCF per share compound growth²		TSR

Threshold	0.00x		1.7%	at or below 25^th percentile

Target	1.00x		2.7%	at median

Maximum	2.00x		5.3%	at or above 75^th percentile

Actual	1.10x		6.5% (2.00x)	30^th percentile (0.20x)



Name and principal position	Year		Salary¹ ($)		Stock- based awards² ($)		Option- based awards³ ($)		Non- equity incentive plan compen- sation⁴ ($)		Pension value⁵ ($)		All other compen- sation⁶ ($)		Total ($)

Gregory L. Ebel President & Chief Executive Officer		2023		1,780,110		9,256,836		2,314,115		4,418,945		721,000		241,778		18,732,784
		2022		-		-		-		-		-		-		-
		2021		-		-		-		-		-		-		-

Patrick R. Murray Executive Vice President & Chief Financial Officer		2023		559,284		1,557,749		389,533		911,271		2,632,000		-		6,049,837
		2022		358,965		610,276		152,618		270,000		324,000		30,778		1,746,637
		2021		333,718		570,492		142,272		294,417		233,000		30,856		1,604,755

Colin K. Gruending Executive Vice President & President, Liquids Pipelines		2023		840,145		2,494,351		623,618		1,553,125		1,361,000		-		6,872,239
		2022		720,244		5,173,859		543,448		957,405		855,000		20,775		8,270,731
		2021		657,446		2,100,544		523,661		1,063,171		1,191,000		18,960		5,554,782

Cynthia L. Hansen Executive Vice President & President, Gas Transmission & Midstream		2023		833,507		2,523,448		630,803		1,450,544		1,296,000		26,108		6,760,410
		2022		724,160		6,310,923		561,450		1,129,396		2,091,000		106,898		10,923,827
		2021		530,001		1,521,171		379,392		789,886		743,000		11,666		3,975,116

Matthew A. Akman Executive Vice President, Corporate Strategy & President, Power		2023		500,333		3,248,007		311,892		775,354		375,000		-		5,210,586
		2022		442,378		778,628		194,655		335,854		294,000		38,242		2,083,757
		2021		429,493		756,145		188,506		388,907		245,000		37,139		2,045,190

Vern D. Yu⁷ Former Executive Vice President & Chief Financial Officer		2023		406,460		2,596,226		649,167		677,324		780,000		-		5,109,177
		2022		753,776		6,262,757		565,678		1,030,995		1,140,000		31,390		9,784,596
		2021		684,361		4,185,976		545,126		1,071,046		1,047,000		28,093		7,561,602



Annual grants	C$		US$

February 15, 2023		53.06		39.77

February 16, 2022		52.61		41.30

February 18, 2021		42.29		32.88

Additional grants	C$		US$

August 8, 2023^a		48.08		-

January 23, 2023^b		54.94		-

September 30, 2022^c		53.96		40.10

February 18, 2021^d		44.64		-



	August 2023^a		February 2023				February 2022				February 2021

Assumptions	C$		C$		US$		C$		US$		C$		US$

Expected option term		6 years		6 years		6 years		6 years		6 years		6 years		6 years

Expected volatility		20.967%		20.860%		23.501%		20.971%		23.589%		24.840%		27.656%

Expected dividend yield		7.351%		6.712%		6.712%		6.516%		6.516%		7.641%		7.641%

Risk free interest rate		3.497%		3.209%		3.910%		1.801%		1.981%		0.735%		0.793%

Exercise price		$48.08		$53.06		$39.77		$52.61		$41.30		$43.81		$34.52

Option value		$4.92		$5.53		$5.23		$4.75		$4.65		$3.84		$3.69



Executive	Perquisites^a ($)		Retirement savings plan matching contribution^b ($)		Total^c ($)

Gregory L. Ebel		215,670		26,108		241,778

Patrick. R. Murray		-		-		-

Colin K. Gruending		-		-		-

Cynthia L. Hansen		-		26,108		26,108

Matthew A. Akman		-		-		-



Executive				Option-based awards¹												Share-based awards
	Plan type			Grant date		Number of securities underlying unexercised options (#)		Option exercise price ($)		Option expiry date		Value of in-the-money unexercised options				Number of units that have not vested (#)		Market or payout value of units not vested² ($)		Market or value of vested share-based awards not paid out or distributed³ ($)
	Plan type			Grant date		Number of securities underlying unexercised options (#)		Option exercise price ($)		Option expiry date		Vested ($)		Unvested ($)		Number of units that have not vested (#)		Market or payout value of units not vested² ($)

Gregory L. Ebel		ISO			2/15/2023		335,560	US$	39.77		2/15/2033		-		-

		ISO	⁴		2/16/2016		405,408	US$	28.87		2/16/2026		3,822,183		-

		RSU			2/15/2023												47,526		2,257,316

		PSU			2/15/2023												142,579		6,771,947

Patrick R. Murray		ISO	⁵		8/8/2023		48,174		48.08		8/8/2033		-		-

		ISO			2/15/2023		27,580		53.06		2/15/2033		-		-

		ISO			2/16/2022		32,130		52.61		2/16/2032		-		-

		ISO			2/18/2021		37,050		43.81		2/18/2031		72,062		72,062

		ISO			2/20/2020		21,880		55.54		2/20/2030		-		-

		ISO			2/21/2019		32,970		48.30		2/21/2029		-		-

		ISO			2/27/2018		28,880		43.02		2/27/2028		135,158		-

		ISO			2/28/2017		35,960		55.84		2/28/2027		-		-

		ISO			3/2/2015		40,750		59.08		3/2/2025		-		-

		ISO			3/13/2014		19,100		48.81		3/13/2024		-		-

		RSU	⁵		8/8/2023												5,122		244,315

		RSU			2/15/2023												3,091		147,437

		RSU			2/16/2022												3,270		155,980

		RSU			2/18/2021												4,070		194,157

		PSU	⁵		8/8/2023												15,365		732,896

		PSU			2/15/2023												9,284		442,825

		PSU			2/16/2022												9,810		467,940

		PSU			2/18/2021												-		-		647,536

Colin K. Gruending		ISO			2/15/2023		112,770		53.06		2/15/2033		-		-

		ISO			2/16/2022		114,410		52.61		2/16/2032		-		-

		ISO			2/18/2021		136,370		43.81		2/18/2031		265,240		265,240

		ISO			2/20/2020		121,740		55.54		2/20/2030		-		-

		ISO			2/21/2019		78,490		48.30		2/21/2029		-		-

		ISO			2/27/2018		45,170		43.02		2/27/2028		211,396		-

		ISO			2/28/2017		48,670		55.84		2/28/2027		-		-

		ISO			2/29/2016		64,600		44.06		3/1/2026		235,144		-

		ISO			3/2/2015		64,780		59.08		3/2/2025		-		-

		ISO			3/13/2014		66,500		48.81		3/13/2024		-		-

		RSU			2/15/2023												12,654		603,618

		RSU	⁶		9/30/2022												60,821		2,901,143

		RSU			2/16/2022												11,648		555,611

		RSU			2/18/2021												15,001		715,557

		PSU			2/15/2023												37,974		1,811,368

		PSU			2/16/2022												34,944		1,666,834

		PSU			2/18/2021												-		-		2,383,471



Executive	Value vested during the year					Value earned during the year
Executive	Option-based awards^1,2 ($)		Share-based awards^1,3 ($)			Non-equity incentive plan^1,4 ($)

Gregory L. Ebel		-		-			4,418,945

Patrick. R. Murray		106,965		647,536			911,271

Colin K. Gruending		358,800		2,383,471			1,553,125

Cynthia L. Hansen		316,668		1,726,337			1,450,544

Matthew A. Akman		169,967		858,050			775,354

Vern D. Yu		463,013		2,615,280	⁵		677,324



Grant date	Grant price	2023 vesting date	Closing price on 2023 vesting date or last trading day prior to vest date

2/21/2019	$48.30	2/21/2023	$51.55

2/21/2019	US$36.71	2/21/2023	US$38.08

2/20/2020	$55.54	2/20/2023	$52.38

2/20/2020	US$41.97	2/20/2023	US$38.90

2/18/2021	$43.81	2/18/2023	$52.38

2/18/2021	US$34.52	2/18/2023	US$38.90

2/16/2022	$52.61	2/16/2023	$52.71

2/16/2022	US$41.30	2/16/2023	US$39.16