Notice of Grant of Restricted Stock Units (TSR)

Grantee has been granted an award of performance-based Restricted Stock Units (“RSUs”) subject to and in accordance with the express terms and conditions of the Grant Notice (including Exhibit A), the Plan and the Restricted Stock Unit Agreement[, including the appendix for Grantee’s country, if any (the “Appendix” and together with the Restricted Stock Unit Agreement,] the “Agreement”). The Plan and Agreement are incorporated herein in their entirety. Each RSU is equivalent to the right to receive one share of Common Stock of the Company (“Share”) for purposes of determining the number of Shares subject to this Award. No Shares will be issued until the vesting conditions of the Award described below are satisfied and the restrictions lapse, subject to the terms and conditions set forth in the Plan and the Agreement. This Award does not entitle Grantee to any stockholder rights with respect to the underlying Shares until the vesting conditions of the Award described below are satisfied, the restrictions lapse and Shares are issued to him/her. Additional terms of this Award are as follows:

Vesting Schedule:                    

Subject to Section 19 of the Plan, the Restricted Stock Units shall vest on [DATE], 2024 (the “Service Vesting Date”) to the extent the Restricted Stock Units have become Achieved Restricted Stock Units with respect to the performance-based vesting conditions set forth on Exhibit A. All vesting is contingent upon Grantee remaining a Service Provider through the Service Vesting Date.

Performance Goals: See Exhibit A attached.

Termination Period. This Award automatically terminates and Grantee’s rights are forfeited with respect to all RSUs granted hereunder on the date Grantee ceases to be a Service Provider (if such date precedes the Service Vesting Date) or in the event that Grantee has not accepted this Grant in accordance with Company procedures 31 days or more prior to its Vest Begin Date. A portion of the Award may terminate sooner as set forth in Exhibit A, as a result of not being achieved. In no event shall this Award vest later than the Vesting Schedule outlined above.

Forfeiture Events. This Award (or any portion thereof) and any Shares issued in settlement of this Award, as applicable, are subject to recoupment under any clawback policy that the Company is required to adopt pursuant to the listing standards of any national securities exchange or association on which the Company's securities are listed or as is otherwise required by the Dodd-Frank Wall Street Reform and Consumer Protection Act or other applicable laws. In addition, to the extent required by Section 304 of the Sarbanes-Oxley Act of 2002, Grantee shall reimburse the Company the amount of any payment in settlement of this Award if earned or accrued under the Plan during the 12 month period following the first public issuance or filing with the Securities and Exchange Commission (whichever first occurred) of the financial document embodying such financial reporting requirement.

Binding Agreements. By signature of Company's representative below, and Grantee’s acceptance of this Grant in accordance with Company procedures, the parties agree that this Grant Notice (including Exhibit A), the Agreement, and the Plan constitute Grantee’s entire agreement with respect to this Award and agree to be bound by the terms therein. Grantee hereby agrees to accept as binding, conclusive and final all decisions or interpretations of the Administrator upon any questions relating to the Plan, the Agreement, and/or this Award. This Award may be modified by the Company, but in accordance with Section 21(c) of the Plan, it may not be modified adversely to Grantee’s interest except by means of a writing signed by the Company and Grantee. The

Company will administer the Plan from the United States of America. The internal laws of the State of Arizona, United States of America, but not its choice of law principles, will govern this Award.

The Beginning Prices of the Company and the members of the Peer Group will not be adjusted to reflect dividends or similar distributions declared or paid.

(1 + (Company TSR - 11^th company TSR) / (6^th company TSR - 11^th company TSR)) * 100%

(1 + (Company TSR - 11^th company TSR) / (11^th company TSR - 16^th company TSR)) * 100%

*If, at the end of the Measurement Period, the sum of the number of companies in the Peer Group is less than twenty, then proportionate adjustments to the numbers in Step 5 shall be made by the Committee.

Change in Control. Notwithstanding the foregoing, if Participant’s continuous status as a Service Provider continues through immediately prior to a Change in Control that occurs before the last day of the Measurement Period, the number of Restricted Stock Units that will become Achieved Restricted Stock Units (if any) will equal the greater of: (i) the Target Number of Restricted Stock Units or (ii) the actual number of Restricted Stock Units that are achieved to be calculated by applying Steps 1 through 5, except as follows: