Mr. Downer has served on the board of directors of Mechanics Bank since 2013 and on the board of directors of the Company since September 2, 2025. Mr. Downer is Founder & President of Sundowner Capital Management, an independent, fee-only registered investment advisor. Previously, he served with Waycross Investment Management, where he provided investment advisory services to corporations, high-net-worth individuals, endowments, pension funds, and non-profit organizations. Earlier in his career, he served with Shearson Lehman Brothers, first training on Wall Street, then managing individual and corporate investment portfolios, providing asset allocation advice, devising trading strategies and diversifying portfolios through mutual funds. Mr. Downer is qualified to serve on the Board because of his investment experience. Mr. Downer is the brother of Michael Downer, another member of the Board.