| Explanation of Responses: |
| (1) | Granted pursuant to the Issuer's Amended and Restated Non-Employee Director Share Incentive Plan. |
| (2) | Each stock unit (share payout) is convertible into one share of Class A Common Stock (i.e. 1:1). |
| (3) | The Stock Units (share payout) will be paid out the first business day of the calendar year following the last date of the Reporting Person's service as a director of the Company. |
| (4) | Initial Equity Grant for New Non-employee Directors granted pursuant to the Issuer's Amended and Restated Non-Employee Director Share Incentive Plan. |
| (5) | Represents grant of Stock Units in lieu of cash for quarterly board and committee member retainers. |
| (6) | Each stock unit (cash payout) is convertible into cash equal to the value of one share of Class A Common Stock (i.e. 1:1). |
| (7) | The Stock Units (cash payout) will be paid out the first business day of the calendar year following the last date of the Reporting Person's service as a director of the Company. |
