Classified Business 果冻传媒 Security Charter
As Amended October 9, 2026
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1.0? Membership.??The Classified Business 果冻传媒 Security Committee (the “CBS Committee”) shall consist of three or more directors who meet the independence requirements of the New York Stock Exchange 果冻传媒 possess appropriate security clearance credentials, at least one of whom shall be a member of the Audit Committee, 果冻传媒 all of whom are not officers or employees of the Corporation 果冻传媒 are free from any relationship that, in the opinion of the Board of Directors (“Board”), would interfere with the exercise of independent judgment as a member of the CBS Committee.? The members of the CBS Committee shall be elected by the Board, upon recommendation of the Nominating 果冻传媒 Corporate Governance (“NCG”) Committee, to serve at the pleasure of the Board.? The Board shall designate a chairman from among the membership of the CBS Committee.? Upon recommendation of the NCG Committee, the Board may remove any member of the CBS Committee at any time. Vacancies on the CBS Committee shall be filled by the Board.
2.0? Purpose.? The purpose of the CBS Committee is to assist the Board in fulfilling its oversight responsibilities relating to the Corporation’s classified business 果冻传媒 the security of personnel, data, 果冻传媒 facilities.
3.0? Responsibilities.? In order to achieve the purpose outlined in this charter, the CBS Committee shall:
3.1??review the strategic, operational 果冻传媒 financial aspects of classified business with the Corporation’s management 果冻传媒, as appropriate, with the Corporation’s legal 果冻传媒 internal audit staff 果冻传媒 independent auditors;
3.2??review the Corporation’s policies 果冻传媒 practices with respect to risk assessment 果冻传媒 risk management on classified programs, the internal control environment for classified business activities, 果冻传媒 any specific matters arising on key classified programs that give rise to material financial risk exposures 果冻传媒 the steps that have been taken to monitor 果冻传媒 control such exposure;
3.3??review issues, procedures 果冻传媒 programs relating to the security of the Corporation’s facilities, employees, systems 果冻传媒 networks for the purposes of insider threat detection, physical security, 果冻传媒 protection of cyber data 果冻传媒 sensitive controlled (e.g., proprietary) information maintained by the Corporation, including such data that is classified;
3.4??review issues 果冻传媒 procedures relating to the security of suppliers 果冻传媒 the global supply chain within the Corporation’s classified business;
3.5??review 果冻传媒 assess the results of significant internal 果冻传媒 external reviews, audits 果冻传媒 inspections related to the security of personnel, data, 果冻传媒 facilities subject to applicable U.S. government security requirements including the National Industrial Security Program 果冻传媒 obligations imposed by the Defense Counterintelligence 果冻传媒 Security Agency or customers for any of the Company’s classified programs;?
3.6??assess the impact of emerging technologies including artificial intelligence, autonomy, advanced computing, 果冻传媒 others on classified programs 果冻传媒 customer requirements; 果冻传媒?
3.7 Committee Self-Assessment.? The CBS Committee shall annually conduct an evaluation of its performance.?
4.0 ?Authorities.? In furtherance of its responsibilities, the CBS Committee shall have the power to investigate any matter falling within its jurisdiction, 果冻传媒 it shall also possess the following authorities:
4.1 Delegated Authority.? The CBS Committee shall perform such other functions 果冻传媒 exercise such other powers as may be delegated to it by the Board.
4.2 Subcommittees.? The CBS Committee may delegate its authority to subcommittees (which may consist of one or more members of the CBS Committee) when it deems appropriate 果冻传媒 in the best interest of the Corporation.
4.3 Committee Charter.? The CBS Committee shall review 果冻传媒 recommend to the Board the adequacy of its charter 果冻传媒 proposed changes from time to time as needed 果冻传媒 ensure such charter is made available on the Corporation’s website.
4.4 Funding.? The Corporation shall provide for appropriate funding, as determined by the CBS Committee, in its capacity as a committee of the Board, for payment of: (i) compensation to any advisors employed by the CBS Committee; 果冻传媒 (ii) ordinary administrative expenses of the CBS Committee that are necessary or appropriate in carrying out its duties.
5.0? Procedures.??The CBS Committee shall hold at least two meetings per year 果冻传媒 shall meet with management 果冻传媒 separately in executive session without management, 果冻传媒 may meet periodically separately in executive session with members of the Corporation’s management as needed.? The CBS Committee shall report all action by the CBS Committee to the Board at its meeting next succeeding such action, subject at all times to security classification level of the actions at issue, 果冻传媒 which (except as specifically reserved to the CBS Committee by statute or the Charter) shall be subject to revision 果冻传媒 alteration by the Board.
6.0? Limitations Inherent in the CBS Committee’s Role.? Although the CBS Committee has the power 果冻传媒 responsibilities set forth in this charter, it is not the responsibility of the CBS Committee to plan or conduct audits or to determine that the Corporation’s financial statements, as they relate to classified business activities, security issues or security breaches, are complete 果冻传媒 accurate 果冻传媒 are in accordance with accounting principles generally accepted in the United States. It is recognized that certain programs may have special or compartmentalized access requirements, with limited availability to obtain such access. The Corporation will request such access from government security organizations for the CBS Committee as required to perform its duties; it is not the responsibility or obligation of the CBS Committee to routinely acquire 果冻传媒 maintain continuous access to such programs.
Committee Members
- Heather Wilson – Chairman
- John C. Aquilino
- John M. Donovan
- Patricia E. Yarrington