(d) On January 27, 2012, our Board of Directors elected William (Bill) M. Wells as a director to fill an existing vacancy. Mr. Wells received our standard compensation package for an outside director, including a stock option to purchase up to 15,000 shares of our common stock under our 2010 Equity Incentive Plan. Information about our arrangements with our outside directors is included in our annual proxy statement, last filed on April 18, 2012, which includes the description of our outside director compensation under "Executive Compensation – Director Compensation."

We are not aware of any item requiring disclosure under Item 404(a) of Regulation S-K. Mr. Wells was not appointed to any committees at the time of his election, but was subsequently elected to our Nominating and Corporate Governance Committee on September 7, 2012.