0001043337FALSE00010433372025-03-102025-03-10

Date of Report (Date of earliest event reported): March 10, 2025

(Exact Name of Registrant as Specified in its Charter)

(Address of Principal Executive Offices, and Zip Code)

Registrant’s Telephone Number, Including Area Code

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

(b)    On March 10, 2025, both Paul J. Schlather and George S. Mayes, Jr., members of the Company’s Board of Directors (the “Board”), informed the Board’s Nominating and Corporate Governance Committee that they would continue to serve on the Board until the 2025 Annual Meeting of Shareholders but requested not to be named as a candidate on the Board’s slate of nominees for re-election in 2025. Both Mr. Schlather and Mr. Mayes are long-serving directors having served on the Board since 2009 and 2012, respectively. The Board appreciates their dedicated service and contributions as members of the Board. A copy of the Company’s press release announcing the decisions by Mr. Schlather and Mr. Mayes not to stand for re-election is attached hereto as Exhibit 99.1.

(d)    Exhibits

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.