Internal Disciplinary Action Policy

Employees are subject to applicable Company-wide, regional, country and departmental policies and procedures as well as various applicable corporate laws and Self-Regulatory Organization (“SRO”) rules and regulations. Occasionally, through various review processes including, but not limited to, supervisory oversight, monitoring, or surveillance, supervisors and the Legal Department (“LD”) personnel may become aware of employee activity that violates these laws, rules, regulations or policies. In such instances, supervisors, in conjunction with LD, review violations by employees of policies and procedures or securities rules and regulations, and take appropriate disciplinary action whenever necessary.

Employees who are found to have violated applicable policies and procedures, may be subject to internal, as well as external, disciplinary action. This Internal Disciplinary Action Policy provides guidance with respect to determining internal disciplinary action only. This policy does not address employee issues that are investigated and managed by the Employment Law group within LD or those issues managed directly by Human Resources (“HR”).

This guidance is intended to promote consistency and uniformity in the application of discipline.

Employee misconduct is investigated and potential disciplinary action is considered after a review of all relevant facts and circumstances in consultation with the relevant supervisors, LD, and other departments or parties, as necessary. Disciplinary action will vary in accordance with circumstances and should be tailored to the specifics of the misconduct. Any subsequent internal disciplinary action should be issued/levied by the employee’s supervisor and/or business management in consultation with LD personnel and HR.