About Neustar


Investor Relations

Brandon Pugh
Investor Relations
(571) 434-5659 - office
(703) 868-1206 - mobile
Email: InvestorRelations@neustar.biz

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The Board of Directors of Neustar, Inc. (the “Company”) has adopted the following policy, effective December 11, 2007.

DIRECTOR RESIGNATION POLICY

In any uncontested election of directors, any director nominee who receives a greater number of votes "withheld" from his or her election than votes "for" such election shall tender his or her resignation to the Board within 30 days of certification of the stockholder vote.

In deciding whether to accept the resignation, the Board shall consider all factors deemed relevant, including the stated reasons why stockholders who cast "withhold" votes did so, any actions taken to address those stated reasons, the qualifications of the director, and whether the director's resignation from the Board would be in the best interests of the Company and its stockholders. Only the independent directors, excluding the nominee in question, shall decide the nominee’s status.

The Board shall reach its decision within 90 days of certification of the stockholder vote and shall promptly disclose its final decision, together with a full explanation of the process and the reasons for rejecting the tendered resignation, if applicable, in a Form 8-K furnished to the Securities and Exchange Commission.

If the Board accepts a director’s resignation under this policy, the Nominating and Corporate Governance Committee will recommend to the Board whether to fill such vacancy or reduce the size of the Board.

This policy will be described in the Company's proxy statement each time stockholders are asked to elect directors.

 
 

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