Applied Materials Corporate Governance
Applied Materials Corporate Governance The Board of Directors’ Functions The Board’s functions are to provide general oversight of management, including reviewing the company’s performance and operating plans. In addition to its general oversight of management, the Board also performs a number of specific functions, including: • Overseeing financial and corporate strategies and major corporate actions • Reviewing and approving long-term strategic plans and overseeing the execution of such plans • Nominating directors, reviewing the operation of the Board and overseeing corporate governance • Overseeing the assessment of major risks facing the company • Ensuring the integrity and transparency of the company’s financial statements, compliance with laws and ethics, the integrity of relationships with customers and suppliers, and relationships with other stakeholders • Selecting the company’s CEO and Chairman of the Board • Selecting the company’s Lead Independent Director, if applicable The Board has established the following committees to assist in discharging its responsibilities: Corporate Human Resources and Strategy and Audit Governance and Compensation Investment Nominating Focuses on oversight Oversees the overall Reviews human capital The Strategy and of financial information, effectiveness, integrity management, including Investment Committee policies and and accountability of culture and inclusion oversees Applied’s disclosures, accounting the Board, the and diversity initiatives. strategic and and internal auditing, company’s corporate It also reviews investment priorities and cybersecurity governance guidelines, performance incentives and supports efforts to risks, as well as the the Board’s and programs to foster foster growth through company’s tax, legal, composition, and the accountability for innovation. It also regulatory and ethical structure and corporate initiatives and advises management compliance. evaluation of the Board employee development on strategic and and its committees, and retention. business plans for Audit Committee and helps identify technologies, products, Charter director nominees. It Human Resources and services, and customer also has responsibility Compensation and supplier mix and for oversight of the Committee Charter targeting. company’s ESG program, as well as EHS and sustainability matters. Corporate Governance and Nominating Committee Charter
Applied Materials Corporate Governance Page 2