Common use of Voting of Employer Securities Clause in Contracts

Voting of Employer Securities. Each Participant or Beneficiary shall have the right to vote shares of Employer Securities allocated to such Participant’s or Beneficiary’s accounts; provided, if the Employer does not have a registration‑type class of securities, Participants or Beneficiaries shall have the right to vote shares of Employer Securities allocated to such Participant’s or Beneficiary’s accounts only with respect to any corporate matter which involves the voting of such shares to approve or disapprove any corporate merger or consolidation, recapitalization, reclassification, liquidation, dissolution, sale of substantially all of the assets of a trade or business, to the extent required by sections 401(a)(22) and 409(e) of the Code and regulations thereunder or such other matter as the Secretary of the Treasury may prescribe in Treasury Regulations. For purposes of voting as described herein, each Participant shall be a Named Fiduciary of the Plan as described in section 402(a)(2) of ERISA. Participants or Beneficiaries entitled to vote shares of Employer Securities allocated to their accounts shall be notified of each occasion for the exercise of such voting rights within a reasonable period before such rights must be exercised. Such notification shall be made by the Committee or Employer pursuant to the normal procedures for communication with shareholders and shall include all information distributed to shareholders by the Employer regarding the exercise of such rights together with a form on which voting instructions may be given to the Trustee. The right to vote such shares must be exercised by directing the Trustee as to the manner in which such shares shall be voted. The Trustee shall hold Participants’ voting instructions in complete confidence. Upon request by the Employer or contesting party, the Trustee may inform such party only of the number of shares of Employer Securities upon which voting instructions have been received and shall not disclose the manner in which such shares are to be voted until such votes are cast. Unless otherwise prohibited by law or regulation, the Trustee shall vote all Employer Securities which have not been allocated to Participant accounts; which have been allocated to Participant accounts and for which the Participant has not provided voting instruction, and in all matters where voting rights are not available to Participants. Neither the Committee nor the Trustee shall make any recommendation to a Participant or Beneficiary regarding the exercise of any voting or other right; provided, nothing in this Section shall prohibit the Employer from soliciting proxies or making recommendations to shareholders. Other rights associated with Employer Securities shall be exercised in the same manner and to the same extent as voting rights.

Voting of Employer Securities. Each Participant or Beneficiary shall have the right to vote shares Notwithstanding any other provision of Employer Securities allocated to such Participant’s or Beneficiary’s accounts; provided, if the Employer does not have a registration‑type class of securities, Participants or Beneficiaries shall have the right to vote shares of Employer Securities allocated to such Participant’s or Beneficiary’s accounts only with respect to any corporate matter which involves the voting of such shares to approve or disapprove any corporate merger or consolidation, recapitalization, reclassification, liquidation, dissolution, sale of substantially all of the assets of a trade or business, this Plan Statement and subject to the extent required by sections 401(a)(22) and 409(e) provisions of the Code and regulations thereunder or such other matter as the Secretary of the Treasury may prescribe in Treasury Regulations. For purposes of voting as described hereinthis Section 10.7, each Participant and Beneficiary shall be a Named Fiduciary of the Plan as described in section 402(a)(2) of ERISA. Participants or Beneficiaries entitled to vote shares of Employer Securities allocated to their accounts shall be notified of each occasion for the exercise of such voting rights within a reasonable period before such rights must be exercised. Such notification shall be made by the Committee or Employer pursuant to the normal procedures for communication with shareholders and shall include all information distributed to shareholders by the Employer regarding the exercise of such rights together with a form on which voting instructions may be given to the Trustee. The right to vote such shares must be exercised by directing direct the Trustee as to the manner in which all Employer Securities which are held in such Participant’s or Beneficiary’s Account (and which are entitled to vote) are to be voted. Unless changed by the Board of Directors of the Principal Sponsor, the procedures for the pass‑through of voting rights on Employer Securities are as follows: The Trustee (as transfer agent for the Employer) shall forward to each Participant and Beneficiary no later than five (5) business days after the date the Trustee receives proxy and other proxy soliciting material and/or annual reports to security holders, (1) a copy of the proxy soliciting material and/or the annual report to security holders, and (2) a proxy card to vote the shares held in the Participant’s or Beneficiary’s Account. Participants and Beneficiaries shall return the proxy cards directly to the Trustee no later than ten (10) days prior to the date upon which the issue is to be voted. The Trustee shall hold Participants’ voting instructions in complete confidence. Upon request not honor or recognize any proxy which is not timely received by the Employer or contesting party, Trustee. Shares for which Participants and Beneficiaries do not timely return proxy cards shall be voted by the Trustee may inform such party only of in proportion to the number of instructed shares; provided, however, that the Trustee shall give notice, to each Participant and Beneficiary receiving a proxy, stating that shares of Employer Securities upon for which voting no instructions have been are received and shall not disclose the manner in which such shares are to be voted until in such votes are castmanner. Unless otherwise prohibited by law or regulation, the The Trustee shall vote all Employer Securities which have not been allocated to Participant accounts; which have been allocated to Participant accounts and such shares for which they have received timely instructions, as instructed. The combined fractional shares of Participants and Beneficiaries shall be voted to the Participant has not provided voting instruction, and in all matters where voting rights are not available extent possible to Participants. Neither reflect the Committee nor instructions of the Trustee shall make any recommendation to a Participant or Beneficiary regarding to whose Account the exercise of any voting or other right; provided, nothing in this Section shall prohibit the Employer from soliciting proxies or making recommendations to shareholders. Other rights associated with Employer Securities shall be exercised in the same manner and to the same extent as voting rightsfractional shares are allocated.

Voting of Employer Securities. Each Participant or Beneficiary shall have the right to vote shares of Employer Securities allocated to such Participant’s or Beneficiary’s accounts; provided, if the Employer does not have a registration‑type registration-type class of securities, Participants or Beneficiaries shall have the right to vote shares of Employer Securities allocated to such Participant’s or Beneficiary’s accounts only with respect to any corporate matter which involves the voting of such shares to approve or disapprove any corporate merger or consolidation, recapitalization, reclassification, liquidation, dissolution, sale of substantially all of the assets of a trade or business, to the extent required by sections 401(a)(22) and 409(e) of the Code and regulations thereunder or such other matter as the Secretary of the Treasury may prescribe in Treasury Regulations. For purposes of voting as described herein, each Participant shall be a Named Fiduciary of the Plan as described in section 402(a)(2) of ERISA. Participants or Beneficiaries entitled to vote shares of Employer Securities allocated to their accounts shall be notified of each occasion for the exercise of such voting rights within a reasonable period before such rights must be exercised. Such notification shall be made by the Committee or Employer pursuant to the normal procedures for communication with shareholders and shall include all information distributed to shareholders by the Employer regarding the exercise of such rights together with a form on which voting instructions may be given to the Trustee. The right to vote such shares must be exercised by directing the Trustee as to the manner in which such shares shall be voted. The Trustee shall hold Participants’ voting instructions in complete confidence. Upon request by the Employer or contesting party, the Trustee may inform such party only of the number of shares of Employer Securities upon which voting instructions have been received and shall not disclose the manner in which such shares are to be voted until such votes are cast. Unless otherwise prohibited by law or regulation, the Trustee shall vote all Employer Securities which have not been allocated to Participant accounts; which have been allocated to Participant accounts and for which the Participant has not provided voting instruction, and in all matters where voting rights are not available to Participants. Neither the Committee nor the Trustee shall make any recommendation to a Participant or Beneficiary regarding the exercise of any voting or other right; provided, nothing in this Section shall prohibit the Employer from soliciting proxies or making recommendations to shareholders. Other rights associated with Employer Securities shall be exercised in the same manner and to the same extent as voting rights.

Voting of Employer Securities. Each Participant As the Employer has Registration Type Securities, each Member, former Member or Beneficiary shall have the right to vote shares of Employer Securities allocated to such Participant’s or Beneficiary’s accounts; provided, if the Employer does not have a registration‑type class of securities, Participants or Beneficiaries shall have the right to vote shares of Employer Securities allocated to such Participant’s or Beneficiary’s accounts only with respect to any corporate matter which involves the voting of such shares to approve or disapprove any corporate merger or consolidation, recapitalization, reclassification, liquidation, dissolution, sale of substantially all of the assets of a trade or business, to the extent required by sections 401(a)(22) and 409(e) of the Code and regulations thereunder or such other matter as the Secretary of the Treasury may prescribe in Treasury Regulations. For purposes of voting as described herein, each Participant shall be a Named Fiduciary of the Plan as described in section 402(a)(2) of ERISA. Participants or Beneficiaries is entitled to vote shares of Employer Securities allocated to their accounts shall be notified of each occasion for the exercise of such voting rights within a reasonable period before such rights must be exercised. Such notification shall be made by the Committee or Employer pursuant to the normal procedures for communication with shareholders and shall include all information distributed to shareholders by the Employer regarding the exercise of such rights together with a form on which voting instructions may be given to the Trustee. The right to vote such shares must be exercised by directing direct the Trustee as to the manner in which such shares voting rights under Employer Securities that are credited to his Accounts (both vested and unvested) are to be exercised with respect to any matter. Each Member, former Member and Beneficiary who has a voting right hereunder shall be voted. The Trustee shall hold Participants’ voting instructions in complete confidence. Upon request by have the Employer or contesting party, right to direct the Trustee may inform such party only of as to the manner in which the Trustee is to vote the number of shares of the Employer Securities upon which reflecting his proportional interest in the Employer Securities held in the Trust (both vested and unvested). Directions from a Member, former Member or Beneficiary to the Trustee concerning the voting instructions have been received and of the Employer Securities shall not disclose be communicated in writing, or by mailgram or similar means. Upon its receipt of the manner in which such shares are to be voted until such votes are cast. Unless otherwise prohibited by law or regulationdirections, the Trustee shall vote all the shares of the Employer Securities which have not been allocated to Participant accounts; which have been allocated to Participant accounts reflecting the Member’s, former Member’s or Beneficiary’s proportional interest in the Employer Securities held in the Trust as directed by him. The Trustee shall vote shares of the Employer Securities reflecting such Member’s, former Member’s or Beneficiary’s proportional interest in the Employer Securities held in the Trust (both vested and unvested) for which the Participant it has not provided voting instruction, and in all matters where voting rights are not available to Participants. Neither the Committee nor the Trustee shall make any recommendation to a Participant or Beneficiary regarding the exercise of any voting or other right; provided, nothing in this Section shall prohibit the Employer received no directions from soliciting proxies or making recommendations to shareholders. Other rights associated with Employer Securities shall be exercised him in the same manner proportion on each issue as it votes those shares for which it received voting directions from Members, former Members and Beneficiaries. The Trustee shall vote shares of the Employer Securities not credited to Members’, former Members’ or Beneficiaries’ Accounts in the same extent proportion on each issue as it votes those shares credited to Members’, former Members’ or Beneficiaries’ Accounts for which it received voting rightsdirections from Members, former Member or Beneficiaries.