ELECTION OF DIRECTOR: JOHN HERHALT
THE RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING MAY 31, 2026
APPROVAL OF THE NON-BINDING ADVISORY RESOLUTION ON THE NAMED EXECUTIVE OFFICER COMPENSATION
APPROVAL OF THE GOVERNANCE CHANGES TO THE COMPANYS FIFTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION (THE CHARTER) TO (I) DECLASSIFY THE BOARD AND PROVIDE THAT ALL DIRECTORS WILL BE ELECTED AT EACH ANNUAL MEETING OF STOCKHOLDERS AND (II) ELIMINATE THE PROVISION OF THE CHARTER THAT ALLOWS STOCKHOLDERS TO REMOVE DIRECTORS ONLY FOR CAUSE (COLLECTIVELY, THE GOVERNANCE PROPOSAL)