Mr. Brown joined in December 2024, giving him less than 24 months of tenure and less than half of the 3-year underperformance period, so while the TSR trigger technically fires on the peer analysis (CTRI trailed peer median by 240 percentage points over 3 years against a 65-point threshold), his very short tenure means he bears limited accountability for the prior underperformance, and per policy for directors with tenure covering less than half the underperformance period we flag but do not automatically vote Against — however, as CEO and executive director he is subject to the same trigger, and the gap is so severe (240pp vs. 65pp threshold) that even proportional application warrants an AGAINST vote.

Mr. DeMaria joined the board in November 2025, which is within the 24-month new-director exemption window, so he is exempt from the TSR trigger and receives a FOR vote on those grounds — however, he is a Senior Analyst at Icahn Enterprises, a 14.2% activist shareholder, which raises a conflict-of-interest concern about his ability to represent all shareholders independently; the board does not classify him as independent, and on balance the affiliated-shareholder relationship warrants an AGAINST.

Ms. Dill has served since the April 2024 IPO (approximately 2 years), meaning her tenure covers more than half but less than the full 3-year underperformance period; CTRI trailed the disclosed peer median by 240 percentage points over 3 years versus the 65-point threshold for strong-positive absolute TSR, a severe gap that warrants an AGAINST vote even with partial tenure, and there is no 5-year mitigant available given the company's short public history.

Mr. Evans has served since the April 2024 IPO and as Compensation Committee Chair bears direct responsibility for the pay structure during a period when CTRI trailed its disclosed peer median by 240 percentage points over 3 years, far exceeding the 65-point threshold that triggers an AGAINST vote for directors with strong positive absolute TSR.

Ms. Haller has served since the April 2024 IPO, is not independent (she is the outgoing CEO of former parent Southwest Gas Holdings, which had an ongoing commercial relationship generating $97.6 million in revenue for CTRI in 2025), and CTRI's 3-year TSR trailed the peer median by 240 percentage points versus the 65-point threshold, all of which individually and collectively support an AGAINST vote.

Mr. Krummel has served since the April 2024 IPO and became independent Board Chair in September 2025; CTRI trailed its peer median by 240 percentage points over 3 years (threshold: 65 points for strong positive absolute TSR), and as Chair he bears heightened responsibility for the board's oversight during this period of severe relative underperformance.

Ms. Mariucci has served since the April 2024 IPO and as Nominating and Corporate Governance Committee Chair; CTRI trailed its peer median by 240 percentage points over 3 years versus the 65-point threshold, making an AGAINST vote warranted for all directors whose tenure meaningfully overlaps the underperformance period.

Mr. Patton has served since the April 2024 IPO; CTRI's 3-year TSR trailed the disclosed peer median by 240 percentage points against a 65-point trigger threshold, and as a member of both the Audit and Compensation Committees he bears direct oversight responsibility during this period of severe relative underperformance.