Dividend Equivalents. All Stock Equivalents credited to a Director’s account shall be further credited with an amount equivalent to each dividend declared on Common Shares. The amount of such dividend equivalents shall be divided by the price per share of the Common Shares on the ex-dividend date for such dividend (or other pricing date determined by the Committee for such dividend; and, if any such date is not a Trading Day, then on the first Trading Day immediately preceding such date) to determine the number of additional Stock Equivalents or fractions thereof (calculated to the third decimal place with conventional rounding or as otherwise approved by the Committee) to be credited to a Director’s account.

Stock Units. Dividend Equivalents shall be credited with respect to each Stock Unit credited to a Director on each dividend record date. Such Dividend Equivalents shall themselves be converted into Stock Units as of the dividend payment by dividing the amount of the Dividend Equivalents by the Value of the Company’s common stock as of the dividend payment date. Dividend Equivalents shall be credited on Stock Units attributable to a deferral of Director’s Fees and, except as otherwise provided by the terms of a Deferred Equity-Based Award, Stock Units attributable to Deferred Equity-Based Awards.

Dividend Equivalents. ‎“Dividend Equivalents” means the amount credited to a Participant’s Director Stock Award Subaccount reflecting an amount equal to any dividend that the Participant would have received if he or she had directly owned one share of the Company’s common stock for each Director Deferred Share of Common Stock credited to the associated Director Stock Award Subaccount. ‎