Fostering sustainability through governance

Board composition and practice

• We have a declassified Board - all of our Board members are elected annually.
• We have majority voting for our director elections.
• We have an independent non-executive Chairman of the Board.
• 12 of our 13 Board members are independent.
• Over 20% of our directors are women.
• Our Board is actively engaged in managing talent and long-term succession planning for executives.
• We have stock ownership guidelines for executive officers and non-employee directors to further align their interests with the interests of stockholders.

Risk and compliance

• Our Board actively oversees Mastercard's risk and risk management practices, focused on fostering a risk-aware culture while encouraging thoughtful risk taking.
• Our Code of Conduct prohibits inappropriate trading activities, including hedging.
• We provide enhanced political activity disclosure on our website as part of our Political Activity Statement.
• We have a Privacy and Data Protection Report to explain our information practices and our commitment to privacy and to increase transparency about our business.