Exhibit I

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Exhibit I

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Business People

Business Advisory Services for First-Time or Early-Year Directors

Engagement for our business advisory services will be a 15-to-18-month assignment with individual counsel and advice to the director before and after each board meeting. Recommended reading on emerging issues and best practices is included.

The initial introduction and final debrief meetings are intended to be in-person when possible. Other meetings are expected to be virtual.

This is not a substitute for onboarding by the company.

  • How to prepare for board and committee meetings.
  • How to be a constructive and effective questioner and participant.
  • How and when to raise issues and concerns.
  • How to benefit and leverage board evaluations.
  • How and how much to contribute your experience to the discussion.
  • How to understand where work gets done among the boards and various committees.
  • How and when to accelerate issues.
  • How to know where decisions are made.
  • How to manage relationships with executives and employees.
  • How to stay current on emerging issues.
  • How and when to raise issues in private executive sessions.
  • How to enhance trust and build personal connections.
  • How to consider the quality and timing of information provided by management.
  • How to participate effectively in CEO evaluations.
  • How to engage during a crisis.
  • How to identify board culture and practices.
Kirtley Olivia
Phoebe Wood
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Kirtley Olivia
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Individual directors will be asked to prioritize or select topics that best meet their needs. In a session, the new director should expect to spend time hearing from the consultants about a few topics from this list while leaving sufficient time to go over individual questions and issues, including those not specifically listed above.

Notable Exceptions: There will be no financial analysis or commentary by the advisors.