PART I
INFORMATION REQUIRED IN THE SECTION 10(a) PROSPECTUS
Item 1. Plan Information.
The information required by Item 1 is omitted from this registration statement and included in documents sent or given to participants in the
plan covered by this registration statement pursuant to Rule 428(b)(1) of the Securities Act of 1933, as amended (the Securities Act), and the Note to Part I of Form S-8.
Item 2. Registrant Information and Employee Plan Annual Information.
The written statement required by Item 2 is omitted from this registration statement and included in documents sent or given to participants in
the plan covered by this registration statement pursuant to Rule 428(b)(1) of the Securities Act and the Note to Part I of Form S-8.
PART II
INFORMATION
REQUIRED IN THE REGISTRATION STATEMENT
Item 3. Incorporation of Documents by Reference.
The registrant is subject to the informational and reporting requirements of Sections 13(a), 14, and 15(d) of the Securities Exchange Act of
1934, as amended (the Exchange Act), and in accordance therewith files reports, proxy statements and other information with the Securities and Exchange Commission (the Commission). The following documents, which are on file
with the Commission, are incorporated in this registration statement by reference (excluding any portions of such documents that have been furnished but not filed for purposes of the Exchange Act):
(a) the registrants Annual Report on Form 10-K for the fiscal year ended December 31, 2023, as filed with the Commission on January 25, 2024, including the information specifically incorporated by reference into the
Annual Report on Form 10-K from our definitive proxy statement for the 2024 Annual Meeting of Shareholders;
(b) the registrants Quarterly Reports on Form 10-Q for the fiscal quarters ended March 31,
2024, as filed with the Commission on April 25, 2024, and June 30, 2024, as filed with the Commission on July 25, 2024;
(c) the registrants Current Reports on Form 8-K as filed with the Commission on January 31, 2024, February 20, 2024, May 16, 2024 (with respect to Item 5.02 only), and May 16, 2024 (Items 5.02, 5.03, and 5.07); and
(d) the description of the securities contained in the registrants registration
statement on Form
8-A filed under the Exchange Act, as the description therein has been updated and superseded by the description of the registrants capital stock contained in Exhibit 4(ll) to the registrants Annual Report on Form 10-K for the fiscal year ended December 31, 2019, as filed with the Commission on January 30, 2020,
including any amendments or reports filed for the purpose of updating such description.
All documents subsequently filed by the
registrant pursuant to Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act, prior to the filing of a post-effective amendment which indicates that all securities offered hereby have been sold or which deregisters all securities then remaining
unsold, shall be deemed to be incorporated by reference in this registration statement and to be part hereof from the date of the filing of such documents. Any statement contained in a document incorporated or deemed to be incorporated by reference
herein shall be deemed to be modified or superseded for the purposes of this registration statement to the extent that a statement contained herein or in any other subsequently filed document which also is or is deemed to be incorporated by
reference herein modifies or supersedes such statement. Any statement so modified or superseded shall not be deemed, except as so modified or superseded, to constitute a part of this registration statement.
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