CLASSIFICATION OF OUR DIRECTORS


Pursuant to our certificate of incorporation, subject to certain exceptions and adjustments, the holders of our Class A common stock are entitled to elect four members of our board of directors and the holders of our Class B common stock are entitled to elect three members of our board of directors.


  • The four directors elected by the holders of our Class A common stock are Francis P. Jenkins, Jr., G. Kenneth Moshenek, Wayne Driggers, and John E. Toffolon, Jr.

  • The three directors elected by the holders of our Class B common stock are Philip A. Howell, James B. Jenkins, and Gregory F. Holt.

  • The directors elected by the holders of our Class A common stock are divided into three classes.

  • John E. Toffolon, Jr. is a Class I director and was elected to serve until our 2010 annual meeting of stockholders.

  • G. Kenneth Moshenek is a Class II director and was elected to serve until our 2011 annual meeting of stockholders.

  • Francis Jenkins, Jr. and Peter J.M. Harding are Class III directors and was elected to serve until our 2012 annual meeting of stockholders.


The directors that have been determined to meet or exceed the criteria for independence established by the NASDAQ Stock Market and by the Securities and Exchange Commission are Francis Jenkins, Jr., G. Kenneth Moshenek, John E. Toffolon, Jr., and Gregory F. Holt.