Extract to table

The updated language confirms that all Audit Committee members must satisfy the heightened independence requirements of Section 303A

07 and that at least one member must be an "audit committee financial expert" as defined in Item 407(d)(5)(ii) of Regulation S-K

05(c)(iv) that the committee must consider before engaging any advisor

The committee is required to meet at least quarterly, and more frequently as circumstances require

It should be noted that the threshold increases set forth above do not represent a reduction in Board oversight, but rather a recalibration of the points at which Board or committee-level approval is required to reflect the Company's current scale, cost structure, and competitive environment