On each dividend payment date, a Director's DSU Account will be credited with regular quarterly dividend equivalents in the form of additional DSUs determined by multiplying the number of DSUs in the Director's DSU Account on the related dividend record date by any per share cash dividends declared by the Company on its common stock and dividing the product by the closing market price of the Company's common stock as reported on the Consolidated Tape of the New York Stock Exchange on such dividend payment date.

Dividend DSUs. On each Dividend Payment Date, a number of Dividend DSUs will be credited to each Director’s Dividend Account, such number determined by # multiplying the Company’s quarterly dividend per share of Common Stock payable on such date by the number of Deferred Stock Units in the Director’s DSU Account as of the applicable Record Date, and # dividing that amount by the Average Stock Value on the applicable Dividend Payment Date.