Noles Russell G

SEC source: 0001062993-23-007789 · form4.xml · nonDerivative · entry 2

Noles Russell G · CIK 0001876171 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 19,033.28

F2 · security: Reflects the acquisition on March 23, 2023, of dividend equivalents in the form of Restricted Share Units ("RSUs"), which are subject to the same terms and conditions as the underlying equity originally granted to the recipient on October 4, 2021, as annual director compensation, where the Director received 278 RSUs for service provided from September 13, 2021 to September 30, 2021. The RSUs fully vested on the first anniversary of the grant date, October 4, 2022. Upon the Director's termination, the RSUs will settle in shares and any fractional shares will be paid out in cash.

SEC source: 0001062993-23-007789 · form4.xml · nonDerivative · entry 1

Noles Russell G · CIK 0001876171 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 19,027.91

F1 · security: Reflects the acquisition on March 23, 2023, of dividend equivalents in the form of Restricted Shares ("RS"), which are subject to the same terms and conditions as the underlying equity originally granted to the recipient on October 4, 2021, as Director Founders' Award of 5,626 RS. The RS vest over two years in two equal installments. The first half vested on the one-year anniversary of the grant date, October 4, 2022, and the second half shall vest on the two-year anniversary of the grant date, October 4, 2023, subject to the Director's continued service through such date. Upon vesting, any fractional shares will be paid out in cash. Upon the Director's termination, the RS will settle in shares.

SEC source: 0001062993-22-024122 · form4.xml · nonDerivative · entry 3

Noles Russell G · CIK 0001876171 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 18,973.55

F3 · security: Reflects the acquisition on December 15, 2022, of dividend equivalents in the form of Restricted Share Units ("RSUs"), which are subject to the same terms and conditions as the underlying equity originally granted to the recipient on June 9, 2022, as part of annual director compensation, where the Director received 4,282 RSUs. The RSUs fully vest on June 9, 2023, or the next Annual Meeting of Shareholders, whichever comes first, subject to the Director's continued service through such date. Upon the Director's termination, the RSUs will settle in shares and any fractional shares will be paid out in cash.

SEC source: 0001062993-22-024122 · form4.xml · nonDerivative · entry 2

Noles Russell G · CIK 0001876171 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 18,903.66

F2 · security: Reflects the acquisition on December 15, 2022, of dividend equivalents in the form of Restricted Share Units ("RSUs"), which are subject to the same terms and conditions as the underlying equity originally granted to the recipient on October 4, 2021, as part of annual director compensation, where the Director received 278 RSUs for service provided from September 13, 2021 to September 30, 2021. The RSUs fully vested on the first anniversary of the grant date, October 4, 2022. Upon the Director's termination, the RSUs will settle in shares and any fractional shares will be paid out in cash.

SEC source: 0001062993-22-024122 · form4.xml · nonDerivative · entry 1

Noles Russell G · CIK 0001876171 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 18,898.91

F1 · security: Reflects the acquisition on December 15, 2022, of dividend equivalents in the form of Restricted Shares ("RS"), which are subject to the same terms and conditions as the underlying equity originally granted to the recipient on October 4, 2021, as Director Founders' Award of 5,626 RS. The RS vest over two years in two equal installments. The first half vested on the one-year anniversary of the grant date, October 4, 2022, and the second half shall vest on the two-year anniversary of the grant date, October 4, 2023, subject to the Director's continued service through such date. Upon vesting, any fractional shares will be paid out in cash. Upon the Director's termination, the RS will settle in shares.

SEC source: 0001062993-22-020568 · form4.xml · nonDerivative · entry 2

Noles Russell G · CIK 0001876171 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 18,850.88

F2 · shares: On October 4, 2022, 2,992.47 Restricted Shares ("RS") vested, reflecting 50% of the RS and 50% of the related dividend equivalents from the Director Founders' Award granted on October 4, 2021. The remaining 50% of the RS (and related dividend equivalents) will vest on October 4, 2023. The Company paid $15.09 to the reporting person in lieu of the vested fractional shares. Upon the Director's termination, the vested RS will be freely transferable by the reporting person.

SEC source: 0001062993-22-020568 · form4.xml · nonDerivative · entry 1

Noles Russell G · CIK 0001876171 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 18,851.35

F1 · shares: On October 4, 2022, 3,983.94 Restricted Shares ("RS") and 100% of the related dividend equivalents fully vested. The RS were received as part of annual director compensation on October 4, 2021. The Company paid $29.81 to the reporting person in lieu of vested fractional shares. Upon the Director's termination, the vested RS will be freely transferable by the reporting person.

SEC source: 0001062993-22-019749 · form4.xml · nonDerivative · entry 4

Noles Russell G · CIK 0001876171 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 18,852.29

F4 · security: Reflects the acquisition on September 15, 2022, of dividend equivalents in the form of Restricted Share Units ("RSUs"), which are subject to the same terms and conditions as the underlying equity originally granted to the recipient on June 9, 2022, as part of annual director compensation, where the Director received 4,282 RSUs. The RSUs fully vest on June 9, 2023, or the next Annual Meeting of Shareholders, whichever comes first, subject to the Director's continued service through such date. Upon the Director's termination, the RSUs will settle in shares and any fractional shares will be paid out in cash.

SEC source: 0001062993-22-019749 · form4.xml · nonDerivative · entry 3

Noles Russell G · CIK 0001876171 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 18,779.62

F3 · security: Reflects the acquisition on September 15, 2022, of dividend equivalents in the form of Restricted Shares ("RS"), which are subject to the same terms and conditions as the underlying equity originally granted to the recipient on October 4, 2021, as part of annual director compensation, where the Director received 3,745 RS for service provided from October 1, 2021 to May 31, 2022. The RS fully vest on the first anniversary of the grant date, October 4, 2022, subject to the Director's continued service through such date. Upon vesting, any fractional shares will be paid out in cash. Upon the Director's termination, the RS will be settled in shares.

SEC source: 0001062993-22-019749 · form4.xml · nonDerivative · entry 2

Noles Russell G · CIK 0001876171 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 18,713.14

F2 · security: Reflects the acquisition on September 15, 2022, of dividend equivalents in the form of Restricted Share Units ("RSUs"), which are subject to the same terms and conditions as the underlying equity originally granted to the recipient on October 4, 2021, as part of annual director compensation, where the Director received 278 RSUs for service provided from September 13, 2021 to September 30, 2021. The RSUs fully vest on the first anniversary of the grant date, October 4, 2022, subject to the Director's continued service through such date. Upon the Director's termination, the RSUs will settle in shares and any fractional shares will be paid out in cash.

SEC source: 0001062993-22-019749 · form4.xml · nonDerivative · entry 1

Noles Russell G · CIK 0001876171 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 18,708.21

F1 · security: Reflects the acquisition on September 15, 2022, of dividend equivalents in the form of Restricted Shares ("RS"), which are subject to the same terms and conditions as the underlying equity originally granted to the recipient on October 4, 2021, as Director Founder's Award of 5,626 RS. The RS vest over two years in two equal installments. The first half shall vest on the one-year anniversary of the grant date, October 4, 2022, and the second half shall vest on the two-year anniversary of the grant date, October 4, 2023, subject to the Director's continued service through such date. Upon vesting, any fractional shares will be paid out in cash. Upon the Director's termination, the RS will settle in shares.

SEC source: 0001062993-22-018325 · form4.xml · nonDerivative · entry 1

Noles Russell G · CIK 0001876171 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 18,608.34

F1 · price: The price reported in Column 4 is a weighted average price. These shares were bought in multiple transactions with prices ranging from $33.42 to $33.43, inclusive. Mr. Noles undertakes to provide to Jackson Financial Inc., any security holder of Jackson Financial Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares bought at each separate price within the ranges set forth in this Footnote 1.

SEC source: 0001062993-22-015140 · form4.xml · nonDerivative · entry 3

Noles Russell G · CIK 0001876171 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 18,458.34

F3 · security: Reflects the acquisition on June 16, 2022 of dividend equivalents in the form of Restricted Shares ("RS"), which are subject to the same terms and conditions as the underlying equity originally granted to recipient on October 4, 2021 as part of annual director compensation, where the Director received 3,745 RS for service provided from October 1, 2021-May 31, 2022. The RS fully vest on the first anniversary of the grant date, October 4, 2022, subject to the Director's continued service through such date. Upon vesting, any fractional shares will be paid out in cash.

SEC source: 0001062993-22-015140 · form4.xml · nonDerivative · entry 2

Noles Russell G · CIK 0001876171 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 18,382.12

F2 · security: Reflects the acquisition on June 16, 2022 of dividend equivalents in the form of Restricted Share Units ("RSUs"), which are subject to the same terms and conditions as the underlying equity originally granted to recipient on October 4, 2021 as part of annual director compensation, where the Director received 278 RSUs for service provided from September 13, 2021-September 30, 2021. The RSUs fully vest on the first anniversary of the grant date, October 4, 2022, subject to the Director's continued service through such date. Upon the Director's termination, the RSUs will settle and any fractional shares will be paid out in cash.

SEC source: 0001062993-22-015140 · form4.xml · nonDerivative · entry 1

Noles Russell G · CIK 0001876171 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 18,376.46

F1 · security: Reflects the acquisition on June 16, 2022 of dividend equivalents in the form of Restricted Shares ("RS"), which are subject to the same terms and conditions as the underlying equity originally granted to recipient on October 4, 2021 as Director Founder's Award of 5,626 RS. The RS vest over two years in two equal installments. The first half shall vest on the one-year anniversary of the grant date, October 4, 2022, and the second half shall vest on the two-year anniversary of the grant date, October 4, 2023, subject to the Director's continued service through such date. Upon vesting, any fractional shares will be paid out in cash.

SEC source: 0001062993-22-014794 · form4.xml · nonDerivative · entry 1

Noles Russell G · CIK 0001876171 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 18,261.96

F1 · security: Represents Restricted Share Units ("RSUs") granted on June 9, 2022 as part of the 2022-2023 Annual Director Compensation. The RSUs fully vest on June 9, 2023, or the next Annual Meeting of Shareholders, whichever comes first. Upon the director's termination, the RSUs will settle and any fractional shares will be paid out in cash.

F2 · balance_after: The total amount beneficially owned has been adjusted to reflect the subtraction of 2.09 fractional shares that were paid out in cash for Restricted Shares ("RS") that vested on December 31, 2021, March 31, 2022 and May 31, 2022. The RS were granted on October 4, 2021 as part of the 2021-2022 Annual Director Restricted Share Award where the director elected to receive equity in lieu of the cash portion.

SEC source: 0001062993-22-008602 · form4.xml · nonDerivative · entry 8

Noles Russell G · CIK 0001876171 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 13,982.05

F8 · security: The total number reflects the acquisition on March 23, 2022 of dividend equivalents in the form of 3.47 Restricted Shares Units ("RSUs"), as described in footnote 7, which are subject to the same terms and conditions as the underlying equity.

SEC source: 0001062993-22-008602 · form4.xml · nonDerivative · entry 6

Noles Russell G · CIK 0001876171 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 13,696.91

F6 · security: The total number reflects the acquisition on March 23, 2022 of dividend equivalents in the form of 46.77 Restricted Shares ("RS"), described in footnote 5, which are subject to the same terms and conditions as the underlying equity.

SEC source: 0001062993-22-008602 · form4.xml · nonDerivative · entry 4

Noles Russell G · CIK 0001876171 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 9,855.67

F4 · security: The total number reflects the acquisition on March 23, 2022 of dividend equivalents in the form of 31.24 Restricted Shares ("RS") on the remaining RS, described in footnote 3, as well as the previously reported acquisition on December 9, 2021 of dividend equivalents in the form of 52.85 RS on the total granted RS, which are subject to the same terms and conditions as the underlying equity.

SEC source: 0001062993-22-008602 · form4.xml · nonDerivative · entry 2

Noles Russell G · CIK 0001876171 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,770.58

F2 · security: The total number reflects the acquisition on March 23, 2022 of dividend equivalents in the form of 70.26 Restricted Shares ("RS"), described in footnote 1, which are subject to the same terms and conditions as the underlying equity.

SEC source: 0001062993-21-012809 · form4.xml · derivative · entry 8

Noles Russell G · CIK 0001876171 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3.67

Underlying: Common Stock · 3.67 shares

Expires not disclosed

F8 · security: Acquired Restricted Share Units due to dividend reinvestment pursuant to terms of the Jackson Financial Inc. 2021 Omnibus Incentive Plan.

F9 · derivative.exercise_price: The Restricted Share Units will fully vest on the one year anniversary of the Grant Date, October 4, 2022.

F9 · date: The Restricted Share Units will fully vest on the one year anniversary of the Grant Date, October 4, 2022.

F9 · derivative.exercise_date: The Restricted Share Units will fully vest on the one year anniversary of the Grant Date, October 4, 2022.

F9 · derivative.expiration_date: The Restricted Share Units will fully vest on the one year anniversary of the Grant Date, October 4, 2022.

SEC source: 0001062993-21-012809 · form4.xml · nonDerivative · entry 6

Noles Russell G · CIK 0001876171 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 13,548.64

F6 · security: Acquired Restricted Shares due to dividend reinvestment pursuant to terms of the Jackson Financial Inc. 2021 Omnibus Incentive Plan. The Restricted Shares fully vest on the first anniversary of the Grant Date, October 4, 2022, subject to the Director's continued service through such date.

SEC source: 0001062993-21-012809 · form4.xml · nonDerivative · entry 4

Noles Russell G · CIK 0001876171 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 9,754.17

F4 · security: Acquired Restricted Shares due to dividend reinvestment pursuant to terms of the Jackson Financial Inc. 2021 Omnibus Incentive Plan. Restricted Shares vest over eight months with three-eighths vesting on December 31, 2021, the next three-eighths vesting on March 31, 2022, and the remaining two-eighths vesting on May 31, 2022, subject to the Director's continued service through such dates.

SEC source: 0001062993-21-012809 · form4.xml · nonDerivative · entry 2

Noles Russell G · CIK 0001876171 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,700.32

F2 · security: Acquired Restricted Shares due to dividend reinvestment pursuant to terms of the Jackson Financial Inc. 2021 Omnibus Incentive Plan. The Restricted Shares vest over two years in two equal installments. The first half shall vest on the one-year anniversary of the Grant Date, October 4, 2022, and the remaining half shall vest on the second anniversary of the Grant Date, October 4, 2023, subject to Mr. Noles's continued service through such dates.

SEC source: 0001062993-21-009299 · form4.xml · derivative · entry 4

Noles Russell G · CIK 0001876171 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 278

Underlying: Common Stock · 278 shares

Expires not disclosed

F4 · security: As part of annual director compensation for the service period September 13, 2021 - May 31, 2022, participant elected to receive the equity component in restricted share units (RSUs) for the service period September 13, 2021 - September 30, 2021, subject to the Director's continued service through such date. RSUs shall be paid out in shares (1 RSU for 1 share of common stock). The RSU fully vests on the first anniversary of the Grant Date on October 4, 2022, subject to the Director's continued service through such date.

F4 · derivative.exercise_price: As part of annual director compensation for the service period September 13, 2021 - May 31, 2022, participant elected to receive the equity component in restricted share units (RSUs) for the service period September 13, 2021 - September 30, 2021, subject to the Director's continued service through such date. RSUs shall be paid out in shares (1 RSU for 1 share of common stock). The RSU fully vests on the first anniversary of the Grant Date on October 4, 2022, subject to the Director's continued service through such date.

F4 · date: As part of annual director compensation for the service period September 13, 2021 - May 31, 2022, participant elected to receive the equity component in restricted share units (RSUs) for the service period September 13, 2021 - September 30, 2021, subject to the Director's continued service through such date. RSUs shall be paid out in shares (1 RSU for 1 share of common stock). The RSU fully vests on the first anniversary of the Grant Date on October 4, 2022, subject to the Director's continued service through such date.

F4 · derivative.exercise_date: As part of annual director compensation for the service period September 13, 2021 - May 31, 2022, participant elected to receive the equity component in restricted share units (RSUs) for the service period September 13, 2021 - September 30, 2021, subject to the Director's continued service through such date. RSUs shall be paid out in shares (1 RSU for 1 share of common stock). The RSU fully vests on the first anniversary of the Grant Date on October 4, 2022, subject to the Director's continued service through such date.

F4 · derivative.expiration_date: As part of annual director compensation for the service period September 13, 2021 - May 31, 2022, participant elected to receive the equity component in restricted share units (RSUs) for the service period September 13, 2021 - September 30, 2021, subject to the Director's continued service through such date. RSUs shall be paid out in shares (1 RSU for 1 share of common stock). The RSU fully vests on the first anniversary of the Grant Date on October 4, 2022, subject to the Director's continued service through such date.

SEC source: 0001062993-21-009299 · form4.xml · nonDerivative · entry 3

Noles Russell G · CIK 0001876171 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 13,372

F3 · security: As part of annual director compensation for the service period September 13, 2021 - May 31, 2022, participant elected to receive Restricted Shares (RS) for service provided from October 1, 2021 - May 31, 2022. The RS fully vests on the first anniversary of the Grant Date on October 4, 2022, subject to the Director's continued service through such date.

SEC source: 0001062993-21-009299 · form4.xml · nonDerivative · entry 2

Noles Russell G · CIK 0001876171 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 9,627

F2 · security: As part of annual director compensation for the service period September 13, 2021 - May 31, 2022, participant elected for the "cash portion" of compensation to receive Restricted Shares, which vest(s) over eight months with three-eighths vesting on December 31, 2021, the next three-eighths vesting on March 31, 2022, and the remaining two-eighths vesting on May 31, 2022, subject to the Director's continued service through such dates.

SEC source: 0001062993-21-009299 · form4.xml · nonDerivative · entry 1

Noles Russell G · CIK 0001876171 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,626

F1 · security: Acquired Jackson Financial Inc. (JFI) Restricted Shares (RS) pursuant to the Jackson Financial Inc. 2021 Omnibus Incentive Plan, which was approved by shareholders on April 21, 2021. The Director Founder's Award was approved by the JFI Board of Director's Compensation Committee on September 20, 2021. The RS vest over two years in two equal installments. The first half shall vest on the one-year anniversary of the Grant Date on October 4, 2022, and the remaining half shall vest on the second anniversary of the Grant Date on October 4, 2023, subject to Mr. Noles's continued service through such dates. The RSs may be paid out in either shares, or cash equal to the Fair Market Value of one share of common stock.

SEC source: 0001062993-21-012809 · form4.xml · derivative · entry 7

Noles Russell G · CIK 0001876171 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 278

Underlying: Common Stock · 278 shares

Expires not disclosed

F7 · security: As part of annual director compensation for the service period September 13, 2021 - May 31, 2022, participant elected to receive the equity component in Restricted Share Units (RSUs) for the service period September 13, 2021 - September 30, 2021, subject to the Director's continued service through such date. The RSUs will fully vest on the one year anniversary of the Grant Date, October 4, 2022. The RSUs shall be paid out in common stock on a 1-1 basis.

F7 · derivative.exercise_price: As part of annual director compensation for the service period September 13, 2021 - May 31, 2022, participant elected to receive the equity component in Restricted Share Units (RSUs) for the service period September 13, 2021 - September 30, 2021, subject to the Director's continued service through such date. The RSUs will fully vest on the one year anniversary of the Grant Date, October 4, 2022. The RSUs shall be paid out in common stock on a 1-1 basis.

F7 · date: As part of annual director compensation for the service period September 13, 2021 - May 31, 2022, participant elected to receive the equity component in Restricted Share Units (RSUs) for the service period September 13, 2021 - September 30, 2021, subject to the Director's continued service through such date. The RSUs will fully vest on the one year anniversary of the Grant Date, October 4, 2022. The RSUs shall be paid out in common stock on a 1-1 basis.

F7 · derivative.exercise_date: As part of annual director compensation for the service period September 13, 2021 - May 31, 2022, participant elected to receive the equity component in Restricted Share Units (RSUs) for the service period September 13, 2021 - September 30, 2021, subject to the Director's continued service through such date. The RSUs will fully vest on the one year anniversary of the Grant Date, October 4, 2022. The RSUs shall be paid out in common stock on a 1-1 basis.

F7 · derivative.expiration_date: As part of annual director compensation for the service period September 13, 2021 - May 31, 2022, participant elected to receive the equity component in Restricted Share Units (RSUs) for the service period September 13, 2021 - September 30, 2021, subject to the Director's continued service through such date. The RSUs will fully vest on the one year anniversary of the Grant Date, October 4, 2022. The RSUs shall be paid out in common stock on a 1-1 basis.

SEC source: 0001062993-21-012809 · form4.xml · nonDerivative · entry 5

Noles Russell G · CIK 0001876171 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 13,499.17

F5 · security: As part of annual director compensation for the service period September 13, 2021 - May 31, 2022, participant elected to receive Restricted Shares for service provided from October 1, 2021 - May 31, 2022. The Restricted Shares fully vest on the first anniversary of the Grant Date, October 4, 2022, subject to the Director's continued service through such date.

SEC source: 0001062993-21-012809 · form4.xml · nonDerivative · entry 3

Noles Russell G · CIK 0001876171 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 9,701.32

F3 · security: As part of annual director compensation for the service period September 13, 2021 - May 31, 2022, participant elected for the "cash portion" of compensation to receive Restricted Shares, which vest(s) over eight months with three-eighths vesting on December 31, 2021, the next three-eighths vesting on March 31, 2022, and the remaining two-eighths vesting on May 31, 2022, subject to the Director's continued service through such dates.

SEC source: 0001062993-21-012809 · form4.xml · nonDerivative · entry 1

Noles Russell G · CIK 0001876171 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,626

F1 · security: Acquired Jackson Financial Inc. (JFI) Restricted Shares (RS) pursuant to the Jackson Financial Inc. 2021 Omnibus Incentive Plan, which was approved by shareholders on April 21, 2021. The Director Founder's Award was approved by the JFI Board of Director's Compensation Committee on September 20, 2021. The Restricted Shares vest over two years in two equal installments. The first half shall vest on the one-year anniversary of the Grant Date, October 4, 2022, and the remaining half shall vest on the second anniversary of the Grant Date, October 4, 2023, subject to Mr. Noles's continued service through such dates.