OCC Heightened Standards (12 CFR Part 30, Appendix D) OCCHS-6: Board of Directors: Composition, Independence, Oversight, and Self-Assessment

Operate Board of Directors responsibilities per 12 CFR Part 30 Appendix D Section III. The Board must (a) require an effective Risk Governance Framework per Section III.A and oversee its design and implementation by management, (b) provide active oversight of management per Section III.B including review and approval of Risk Appetite Statement + Strategic Plan + significant policies + significant transactions + significant changes + acquisitions + significant compensation arrangements, (c) exercise independent judgment per Section III.C in fulfilling oversight responsibilities + with appropriate composition and information access to enable independent judgment, (d) include sufficient independent directors per Section III.D with documented independence criteria + independence assessments + with at least two members who are not officers or employees of the parent company or any subsidiary, (e) provide ongoing training to all directors per Section III.E on banking + risk management + regulatory + strategic + operational matters, (f) conduct annual self-assessment per Section III.F of Board effectiveness covering composition + structure + meeting effectiveness + information access + interaction with management + with action plans on findings. Board committees including Risk + Audit + Compensation + Nominating committees must operate with appropriate independence + composition + charters + meeting cadence + reporting to full Board.