Legion Partners Asset Management, LLC: investment adviser

Legion Partners specializes in fundamental research, long-term oriented investing and building a productive relationship with portfolio companies. This involves longterm holdings and actively engaging the management and boards of public companies in order to help achieve superior long-term performance. Legion Partners’ investment strategy is described in greater detail in Item 8.

Legion Partners specializes in conducting deep fundamental analysis of publicly traded companies. This research enables Legion to identify and then focus resources and engagement efforts on selected issues with the potential to have the most significant impact on the rights and economics of long-term oriented shareholders of that company. This element of Legion Partners’ overall strategy is intended to focus on complex aspects of governance and/or specific situations that provide the opportunity to enhance institutional investors’ ability to execute their investment, supplement their governance programs and ultimately meet their long-term obligations to their constituents. Legion Partners may also collaborate with institutional investors and others on key policy issues. These may include, for example, research related to the effectiveness of mergers and acquisitions activity and how institutions should evaluate their positions in this process (transparency, valuation methodology and metrics, alignment of interests and long-term measures of success), accounting policies or practices, capital efficiency, alignment between share owners and companies, company performance, regulatory concerns and/or issues related to individual companies. This work may be used to support a particular investment thesis and/or to propose specific reforms. C. Limited Tailoring of Advisory Services

Legion Partners gives priority to its Clients, which may limit the securities (due to

the nature of side-by-side investments or co-investments) in which it invests or manages, while utilizing the same investment strategy as that being used for its Clients. D. Non- participation in Wrap Fee Programs

Legion Partners does not participate in wrap fee programs. E. Assets Under Management

As of December 31, 2025, Legion Partners’ Assets Under Management (AUM) were approximately $200,916,000.

Legion Partners, LLC and/or its affiliates may receive a performance-based fee from its Clients on an annual basis and/or upon an investor’s exit from a Client. For coinvestments, a performance fee will only be charged upon the sale of all of the Client’s assets. This performance-based fee is a percentage of the realized and/or unrealized investment profits (typically calculated as gross gains net of any management fees and expenses for which the Client is responsible under the applicable advisory agreement and any other reasonable expenses incurred by the Client related to the investment) based on either an absolute return or hurdle-based methodology. CalSTRS, as Legion Partners’ seed investor, is entitled to receive a share of the performance-based fees. In the absolute return model, if the absolute return is less than an agreed upon percentage (the “absolute return floor”) during the applicable performance period, no performance-based fee is realized; if the absolute return is greater than the absolute return floor during the applicable performance period, the performance-based fee to which Legion Partners is entitled is an agreed upon percent of the gain that is higher than the absolute return floor.

In the hurdle-based model, no performance-based fee is realized until the investors have received an amount equal to 100% return of their capital contributions and a preferred return of an agreed upon percentage (the “hurdle”). Once the hurdle is met, an agreed upon percentage is provided to the investors and another agreed upon percentage is provided to Legion Partners, LLC. 2. Negotiability

Advisory fees may be negotiable in certain circumstances, including, but not limited to, investor portfolios that contain a substantial amount of assets. A. Calculating and Billing Advisory Fees

Management Fees, if applicable, are typically calculated and become payable quarterly in advance. All calculations are subject to pro rata adjustments to reflect contributions to or withdrawals from an investor’s account or termination of services during a month. Performance-based fees may be charged on realized and/or unrealized net profits and are net of expenses depending upon the terms of the Investor Agreement.

Legion Partners bills Clients for all Management Fees incurred, if applicable. Clients can elect to pay Management Fees directly or authorize their deduction from Client assets. Performance-based fees will be deducted prior to distribution of any funds to the investors.

B. Other Fees and Expenses

Investor Agreements typically require Clients to reimburse Legion Partners for certain expenses Legion Partners incurs in connection with performing its investment management services. These expenses are set out in the applicable offering documents and include, for example: brokerage and other transaction costs in the Client’s account, all custodial and similar charges and third party charges (e.g., legal and accounting fees, proxy solicitors, etc.). Legion Partners’ brokerage practices are described in Item 12 below. C. Payment of Management Fees

Management Fees, if any, are typically payable in advance.

Legion Partners may require investors to provide advance notice (e.g., 45 days in advance) in order to terminate an Investor Agreement. If this occurs, Legion Partners will adjust its Management Fees, if any, accordingly on a pro rata basis. Such notice will be specific to the individual agreement between Legion Partners and the particular investor. D. Non• receipt of Brokerage Compensation

Legion Partners and its employees do not receive brokerage compensation for selling investments to Clients.

Legion Partners engages a company by focusing the attention of its shareholders, management and board of directors on factors that Legion Partners believes are contributing to the company’s underperformance. Legion Partners periodically meets with members of the board of directors and/or management as well as representatives of portfolio companies. The intended result of this engagement is to increase the company’s stock price to align with Legion Partners’ view of its true fair value. In executing its investment strategy, among other techniques, Legion Partners may submit shareholder proposals under Rule 14a-8 of the Securities Exchange Act of 1934 as amended (the “Exchange Act”) or pursuant to procedures set forth by the companies and may seek board representation through negotiation or use of the Exchange Act’s proxy rules. Additionally, Legion Partners may participate in proxy contests, tender offers and restructurings of companies in or out of formal bankruptcy proceedings.

Legion Partners implements its investment strategy with a primary focus on small cap companies, typically with a market cap between $250 million and $6.4 billion. The portfolio typically consists of eight to twelve core investments in equity securities of North American companies at any given time. Legion Partners has no fixed guidelines for diversification of investments among companies or industries. However, Legion Partners does not invest more than twenty-five percent (25%) of a Client’s assets at the time of investment in the securities of a single company or group of affiliated companies except in situations where the Client is a co-investment vehicle in such securities, in which event such amount shall not apply.

Legion Partners typically purchases securities with the intent of holding the investment for more than one year (with a target investment horizon of two to three years). Nevertheless, Legion Partners may sell securities after holding such securities for less than a year or the target period if, for example: the risk associated with a particular company is altered to a degree that outweighs the expected return; its stock price aligns with Legion Partners’ view of its value; if Legion Partners needs to liquidate certain holdings in order to fund new acquisitions; or for other reasons. 3. Risk Associated with Investing in Securities

Investing in securities involves a risk of loss that investors should be prepared to bear. Legion Partners makes no guarantee or representation that its investment strategy will be successful. Past performance of Legion Partners and/or its Clients is not a guarantee of future results. B. Material Risks Associated with Investment Strategy 1. Market Risks

All investments are subject to market risks including but not limited to: investmentspecific price fluctuations, economic, political, interest rate and other risks, which could result in adverse market price changes; and the difficulty of accurately predicting price movements in particular securities or the market as a whole. Due to the nature of its investment strategy, Legion Partners may have only limited ability to vary a Client’s investment portfolio in response to changing economic, financial and investment conditions. 2. Engagement Process

There is no guarantee that Legion Partners’ engagement of a portfolio company will be successful or that even if it is successful, this will result in an increase in the share price of that company. Further, such engagement may cause a company’s management to take defensive or other measures that erode, rather than increase, shareholder value. 3. Concentration

Client investments may be heavily concentrated, at any time, in only a limited number of companies or industries. Poor performance by a single investment could substantially and adversely affect the overall performance of a Client. 4. Long-Term Nature of Investments

Legion Partners’ investment strategy may require Clients to hold certain investments for a significant period of time in order to realize a return of or on invested capital. Because of the nature of Legion Partners’ investments and

investment strategy, there can be no assurance that Legion Partners will be able to realize returns on such investments in a timely manner or at all. Further, even if Legion Partners’ engagement of a company is ultimately successful, there may be periods of time during the holding period when economic, financial or investment conditions are unfavorable or when the company’s performance has not yet improved. If a investor causes Legion Partners to liquidate such investments prematurely by withdrawing assets from their Account or reducing their Capital Commitment, it could cause those investors and other non-withdrawing investors to realize losses or lesser profits on the sale of such securities. 5. Potential Illiquidity

Legion Partners’ engagement of a company may require Legion Partners to agree to certain lock-up or blackout periods on the sale of that company’s securities. Alternatively, Legion Partners might make private investments in public companies. These factors could prevent Legion Partners from being able to sell securities at desired times or prices or at all (in the case of such private investments) and could cause such Clients to realize losses or lesser profits on any sale of such securities. C. Material Risks Associated with Equity Securities

Each investment in an equity security of a portfolio company is subject to the risks associated with the businesses in which the portfolio company is engaged, including market conditions, changes in regulatory requirements, general economic downturns, (in some cases) changes in commodity prices and other factors. Such conditions may result in a loss of value beyond the control of Legion Partners notwithstanding its engagement of the portfolio company.

With pre-approval from the Chief Compliance Officer (“CCO”) or Chief Operating Officer (“COO”) in the case of a trade by the CCO, Employees are allowed to purchase non-restricted, publicly traded or privately held equity and debt securities, including options or warrants related to any company (each, a “Security” or “Securities,” as the context may require). Upon pre-approval from the CCO or COO, Employees are allowed to sell non-restricted and not owned (by a Legion vehicle), publicly traded or privately held equity and debt securities, including options or warrants related to any company. Employees may purchase or sell mutual funds or other closed end funds, Unit Investment Trusts, municipal securities, ETFs, government securities and money market funds without prior approval. Publicly traded securities may be purchased or sold on behalf of an employee where such employee [and/or their spouses and

dependents] does not have investment discretion over such decisions.

In requesting pre-clearance for a trade, the employee specifies the company, number of shares, and a defined time period in which they will execute the trade (predefined as 10 business days); and the employee provides that they are not aware of any conflict or potential conflict

a. The employee acknowledges that Legion Partners retains the authority to further restrict trading in any publicly traded or private security of companies that have been previously authorized, and may require the employee to take action to eliminate a potential conflict of interest if one arises in the future that relates to an existing holding of the employee, and such action may include restricting trading, providing disclosure regarding the employees’ holding or requiring the employee to exit the position.

1. Investment in Legion Partners’ funds or alternative vehicles: Employees may invest in one or more of Legion Partners’ funds or in a parallel vehicle as a limited partner, which investments will be made pro-rata with all other fund investors. Such investments will be subject to a three-year lock up period, but will not be subject to management fees or incentive allocations. 2, New Employees: In cases where new employees have existing holdings of public or private securities:

Employees must report any existing holdings in public or private securities upon commencement of employment and quarterly thereafter in accordance with the Code of Ethics.

3. No Access person shall acquire any beneficial ownership in any securities in an Initial Public Offering for his or her account, as defined herein without the prior written approval of the Chief Compliance Officer who has been provided with full details of the proposed transaction (including written certification that the investment opportunity did not arise by virtue of the access person’s activities on behalf of a Client) and, if approved, will be subject to continuous monitoring for possible future conflicts.

No Access person shall acquire beneficial ownership of any securities in a limited offering or private placement without the prior written approval of the Chief Compliance Officer who has been provided with full details of the proposed transaction (including written certification that the investment opportunity did not arise by virtue of the access person’s activities on behalf of a Client) and, if approved, will be subject to continuous monitoring for possible future conflicts. No Access person shall recommend any securities transactions for a Client without having disclosed his or her interest, if any, in such securities or the issuer thereof, including without limitation:

Any direct or indirect beneficial ownership of any securities of such issuer; Any contemplated transaction by such person in such securities; Any position with such issuer or its affiliates; and Any present or proposed business relationship between such issuer or its affiliates and such person or any party in which such person has a significant interest.

Violations of the above policies are taken very seriously and, in some circumstances, may lead to termination of employment.

A complete copy of the Code of Ethics and Personal Trading Policy is available to investors and/or prospective investors upon written request. B. Securities in which Legion Partners has a Material Financial Interest

Legion Partners will not recommend or invest Client assets in securities in which Legion Partners has a material financial interest.

However, if a Legion Partners’ principal or employee is appointed director of a portfolio company as part of Legion Partners’ engagement of that company, that person may have a financial interest in that company’s securities when Legion Partners makes subsequent purchases or sales of those securities. This is because that person may receive compensation for serving as a director in the form of fees, stock or stock options. This financial interest could give rise to a number of conflicts of interest, which Legion Partners addresses as follows:

Legion Partners only seeks board representation if it determines in its sole discretion that it is necessary to increase shareholder value; Investor Agreements may specify that Legion Partners’ Management Fee, if any, is to be reduced by the investor’s pro-rata share of the value of the compensation received by such persons; All subsequent Client investment decisions relating to such securities are made in accordance with Legion Partners’ investment strategy; and Any stock received as compensation for serving as director will be subject to the restrictions on personal trading described above and below.

C. Legion Partners as a Shareholder of Record and Restrictions against Personal Trading

In order to implement its investment strategy Legion Partners may need to be registered as a shareholder of record in certain portfolio companies. To achieve this Legion Partners may need to hold a nominal amount (typically 1,000 shares or less) of such companies’ shares in a proprietary account. Legion Partners believes that due to the nominal amount of shares involved, this does not present a conflict of interest. Typically, trades made in this account are made apart from the corresponding Client transactions.

As discussed above, personnel are not permitted to purchase individual equity securities in which the fund has ownership interest or is acquiring such securities or such securities are under consideration as a fund investment and must follow Legion Partners’ Pre-clearance Procedures in order to sell such securities within their portfolio. Such pre-clearance will not be granted if the proposed sale will take place around the same time as a Client transaction in the same security and Legion Partners determines that the sale will negatively affect the price of the Client transaction or be executed at a more favorable price as a consequence of the Client transaction. D. Timing of Shareholder of Record Transactions

As stated above, if Legion Partners buys a nominal number (typically 1,000 shares or less) of shares to become the shareholder of record, these transactions take place apart from the corresponding Client transactions. If Legion Partners sells a nominal number (typically 1,000 shares or less) shareholder of record shares, these transactions take place subsequent to and apart from the corresponding Client transactions.

When selecting brokers to execute Client transactions, Legion Partners will use its evaluation of execution capability to select those brokers it believes will provide best execution, given the nature and circumstances of the transactions in question. If Legion Partners determines that more than one broker may be suitable for a particular transaction, it may (but is not required to) use its rankings to allocate that transaction among those brokers as it determines appropriate. 1. Brokerage and Research Services

If Legion Partners receives brokerage and research services from brokers who execute Client transactions, Legion Partners will be using Client commissions to obtain a benefit because Legion Partners does not have to pay for or produce these services itself. Any research received by Legion Partners from brokers will be relevant to the implementation of Legion Partners’ investment strategy and will be used for the benefit of the portfolios managed by Legion Partners. In order to receive the benefit of brokerage and research services, Legion Partners may have an incentive to select one broker over another. However, as described

above, Legion Partners will select those brokers it believes will provide best execution. Generally, if Legion Partners places trades with a broker who provides brokerage and research services, that broker will charge a commission that is greater than that of another broker who may capable of executing the same transaction. Legion Partners will only pay a broker’s commissions if it determines that they are reasonable in relation to the value of the services provided and within the safe harbor provided by section 28(e) of the Exchange Act as well as in compliance with Legion Partners’ policy for soft dollar usage, which follows the CFA Institute Soft Dollar Standards.

If Legion Partners obtains brokerage and research services, it will use them to service all Clients. Legion Partners will not seek to allocate its use of such services to Clients in proportion to the commissions or any soft dollars they pay. 2. Client Referrals not a Factor in Broker Selection

Legion Partners does not select brokers to execute Client transactions in order to obtain investor referrals from such brokers. However, Legion Partners may use the Capital Introduction services offered by its brokers so long as it does not increase the fees incurred by its Clients. 3. Client Directed Brokerage

Legion Partners does not currently participate in Client directed brokerage.

B. Trade Allocation and Aggregation 1. Trade Allocation

Trades are allocated pro rata based on each participant’s Net Asset Value (NAV) as a percentage of total NAV as calculated quarterly but adjusted during the quarter to reflect new investments or commitments. In selected circumstances, one or more Clients may have trade restrictions that would prohibit investment in specified companies. These restrictions may be driven by policy or legal constraints specified in the fund documents. Trade allocations will be made pro rata amongst participants based on the NAV of Client(s) that are not restricted in the specified project.

All position sales will be allocated pro rata amongst Legion Clients based on the number of shares held by each in relation to the total number of shares to be disposed. Co-investment investors that maintain the option to hold co-investment positions beyond the date that the Legion Client exits a position may be excluded from the calculation (relative position) and pro rata allocation of sales.

2. Trade Aggregation

When investing Client assets, Legion Partners will typically aggregate all Client trades into one or more trade orders. Due to the size of such trade orders, it will often be the case that not all trades within an order will fill at the same price. Further, in order to attempt to minimize the effect on the market of placing large orders, it may be necessary to divide transactions across separate trade orders, which take place across several days, weeks or even months. Finally, due to market conditions, it may not be possible to complete all trade orders, which may result in partial fills. This may in turn necessitate the placing of further trade orders.

To attempt to avoid any potential conflicts of interest that this may cause, Legion Partners has adopted the following policies and procedures. First, all trades within an order are typically allocated on a pro rata basis based on NAV as detailed above. Second, Clients pay the mean share price of all trades filled with a trade order. Third, all commissions are allocated on a pro rata basis. Finally, in the event of a partial fill, all executed trades are allocated to the participating Clients on a pro rata basis in accordance with their trade allocations.

Legion Partners provides investor reports no less frequently than quarterly where it has discretionary investment authority. Such reports typically state the investor’s balance, capital activity and performance. Actual reporting requirements range from daily to quarterly depending on the terms of the applicable Investor Agreement, including periodic discussions with the investor regarding the status of the investment (e.g., status of investment thesis and engagement status). Supplemental reports may be provided upon request or customized depending on the investor’s preferences and circumstances.

Under this agreement, Legion Partners agrees to pay Lynx a percentage of management fees Legion Partners receives from Lynx investors who engage Legion Partners during the term of the agreement. In addition, Lynx is eligible for incentive allocations from Lynx investors should Legion reach certain performance thresholds.

The Investment Committee shall be responsible for reviewing the special and/or annual report, proxy proposals and proxy proposal summaries. The Investment Committee shall take into consideration what vote is consistent with Legion Partners’ investment strategy and in the best interests of Legion Partners’ Clients, taken as a whole. The Investment Committee will then vote the proxies in accordance with its policy. In reviewing the proxies and making voting decisions, Legion Partners generally performs its analysis internally for each investment; however, from time to time, the Investment Committee may review external sources’ commentary such as ISS and Glass Lewis. Legion Partners shall maintain copies of each annual report, proposal, proposal summary, actual vote, and/or any other information required to be maintained for a proxy vote. The Investment Committee may direct certain staff members to complete the forms in accordance with specific voting instructions provided by the Investment Committee. With respect to proxy votes on topics deemed, in the opinion of the Investment Committee, to be controversial and/or particularly sensitive, the Investment Committee will provide a written explanation for the proxy vote, which will be maintained with the record of the actual vote in Legion Partners’ files.

C. Client Directed Voting

Where Legion Partners has voting authority, it does not currently allow investors to direct Legion Partners’ voting of their securities. D. Conflicts of Interest

Legion Partners is guided by fiduciary principles in the management of conflicts of interest. Put simply, Legion Partners is expected to always act in the best interests of its Clients and investors. Legion Partners’ fiduciary obligation applies in every aspect

of our dealings with Clients and investors, regardless of the account relationship, assets under management or fee structure. To address these types of conflicts, Legion Partners has adopted policies and procedures pursuant to which allocation decisions may not be influenced by fee arrangements, and investment opportunities will be allocated in a manner that Legion Partners believes is consistent with its obligations as an investment adviser. E. Further Information

Investors may obtain a copy of Legion Partners’ Proxy Voting Policies and Procedures or information about how Legion Partners voted any security by submitting a written request to Legion Partners. Legion Partners will provide requested documents and information within a reasonable period of time or as otherwise agreed in the Investor Agreement.