The general purpose of the Operating Committee is to oversee the Company’s budgeting processes and to work with Company management to establish margin targets and a balanced capital allocation policy for the Company.
Systems, Inc. (the “Company”) that shall be called the Operating Committee.
Organization and Procedure
- R. Todd Bradley
- Arlen Shenkman
- Charles Moran
The members of the Operating Committee shall serve until their successors are appointed and qualify. The initial Chairperson of the Operating Committee shall be Mr. Shenkman.
During the Standstill Period (as defined in that certain Agreement (the “Cooperation Agreement”), dated as of June 5, 2020, by and between the Company, Starboard Value LP and the other signatories thereto), the composition of the Operating Committee shall be maintained in accordance with the Cooperation Agreement.
The Operating Committee may also work with an outside consultant or adviser if engaged by the Company to assist with the Operational Review.
Effective as of June 7, 2020
- Financial Expert
- Independent Director