EmploymentHandbook-UpdatedMay2024-2

Employment Handbook May 2024

Table of Contents

Page WELCOME ......................................................................................................................................................................... 1 GUIDING PRINCIPLES ........................................................................................................................................................ 3 ABOUT THIS HANDBOOK .................................................................................................................................................. 4 MANDATORY ARBITRATION ............................................................................................................................................. 6 BUSINESS CODE OF CONDUCT ........................................................................................................................................ 12 RECOGNITION PROGRAMS ............................................................................................................................................. 14 Recognition Program ................................................................................................................................................. 15 Nomination Process ................................................................................................................................................... 15 Employee Referral Program ....................................................................................................................................... 18 Retirement .................................................................................................................................................................. 19 COMPLIANCE POLICIES ................................................................................................................................................... 20 Americans with Disabilities Act and Americans with Disabilities Act Amendments Act ......................................... 22 Requests for Accommodation .................................................................................................................................... 22 Affirmative Action ...................................................................................................................................................... 23

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ii Harassment-Free Workplace ..................................................................................................................................... 23 Drug and Alcohol-Free Workplace ............................................................................................................................. 25 COMPENSATION AND PERFORMANCE MANAGEMENT ................................................................................................ 26 Compensation Philosophy ......................................................................................................................................... 26 Employment Categories ............................................................................................................................................. 26 Pay Procedures ........................................................................................................................................................... 29 Working Extended Hours ........................................................................................................................................... 29 Discretionary Bonus ................................................................................................................................................... 29 Performance Management ........................................................................................................................................ 30 Performance Evaluations ........................................................................................................................................... 30 Introductory Evaluations ............................................................................................................................................ 30 Annual Performance Evaluations and Salary Reviews .............................................................................................. 30 Progressive Coaching .................................................................................................................................................. 31 GENERAL WORKPLACE POLICIES .................................................................................................................................... 32 Conflict Resolution ..................................................................................................................................................... 32 Personal Conduct and Work Rules ............................................................................................................................. 32

iii Dispute Resolution ..................................................................................................................................................... 33 Time Reporting ........................................................................................................................................................... 34 Attendance ................................................................................................................................................................. 34 Alternative Work Schedules and Work Sites ............................................................................................................. 34 Appearance and Dress ............................................................................................................................................... 35 Office Conduct ............................................................................................................................................................ 35 Inclement Weather and Office Closure ..................................................................................................................... 35 Office Security ............................................................................................................................................................ 36 Security Checks ........................................................................................................................................................... 36 Workplace Accidents .................................................................................................................................................. 37 New York HERO Airborne Infectious Exposure Prevention Plan .............................................................................. 37 Personal Information ................................................................................................................................................. 38 Firm Correspondence ................................................................................................................................................. 38 Electronic Communications and Office Equipment ................................................................................................... 39 Employment of Relatives ........................................................................................................................................... 39 References .................................................................................................................................................................. 40

iv Smoking/Vaping ......................................................................................................................................................... 40 Driving Policy .............................................................................................................................................................. 40 Social Media Policy ..................................................................................................................................................... 40 Conclusion of Employment ........................................................................................................................................ 41 Non-Solicitation .......................................................................................................................................................... 42 PTO Leave ................................................................................................................................................................... 44 Sick Leave .................................................................................................................................................................... 48 Holidays ...................................................................................................................................................................... 50 Religious Holidays ...................................................................................................................................................... 51 Bereavement Leave .................................................................................................................................................... 51 Family Bereavement Leave - Chicago ........................................................................................................................ 51 Jury Duty/Court Appearance ..................................................................................................................................... 52 Military Leave ............................................................................................................................................................. 52 Military Leave- Denver ............................................................................................................................................... 53 Military Leave- Florida ............................................................................................................................................... 54 Military Leave Pay Protection Act – San Francisco ................................................................................................... 54

Time Off to Vote ......................................................................................................................................................... 54 Community Service Activities .................................................................................................................................... 55 Lactation Policy ........................................................................................................................................................... 55 Breaks for Nursing Mothers ....................................................................................................................................... 55 CONCLUSION ................................................................................................................................................................... 56

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Welcome

Welcome to Venable LLP, one of the top 100 law firms in the United States.

When you join Venable, you join a community of more than 1,000 people in twelve offices nationwide whose innovative talent is writing the next page in our Firm’s distinguished history. Major Richard M. Venable, Edwin G. Baetjer and Charles McHenry Howard, who set the highest standards for the practice of law, founded Venable around the year 1900. Our Firm is organized today into four divisions -- Business, Government, Litigation and Intellectual Property, with subdivisions of specialty within each division. Our Firm offers a full range of legal services.

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The strength of our dedication to client service is second only to our commitment to build human capital by attracting and supporting employees with exceptional skillsets and work ethic. Enthusiasm, respect, collaboration, civility, integrity and fun - you’ll find all this and more at Venable. Here, in a traditional setting that offers stability, a unique combination of efficient, tech savvy, open-minded people are empowered to work together to improve the Firm’s operations.

Stu Ingis Chairman

Larry Gesner & Dan Moylan Co-Managing Partners

Jane Koehl

Chief Operating Officer

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Guiding Principles

At Venable, our culture is one of excellence, integrity, and client satisfaction. Our culture is built upon the following key principles:

Building Human Capital Collaboration Continuous Learning, Innovation and Improvement Client Service Integrity Professionalism Hard Work

We are dedicated to living out these principles each and every day; allowing them to guide our business and help drive our success. A complete description of Venable’s Guiding Principles can be found here.

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About this Handbook

Venable believes in promoting an atmosphere of open communication and cooperation among all of our staff. The information contained in this Handbook and in our Benefits Handbook is intended to provide you with general information about Venable’s policies and benefits under which we operate. No employee Handbook can anticipate every circumstance or question about policy, and Venable reserves the right to interpret any provision in this Handbook as it applies to particular circumstances. Employees are encouraged to review this Handbook and the Benefits Handbook carefully and seek additional guidance from their supervisor or Human Resources as necessary. Benefit policies are described in the Benefits Handbook link. Additionally, some of the subjects described here are covered in detail in linked policy documents. All policies in this handbook are subject to applicable laws, and no provision is intended to conflict with an applicable law. If there is a discrepancy between the handbook and policy, the policy would prevail. Except for the Mandatory Arbitration Provision set forth below, Venable reserves the right to revise, interpret, supplement, or rescind any benefit programs, policies, work rules or portions of the Handbook and Benefits Handbook, consistent with any applicable law, in its sole and absolute discretion, with or without notice.

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Employment at Venable is a voluntary employment-at-will relationship for no definite period of time. You have the right to conclude your employment relationship for any reason with or without cause or notice at any time, and Venable reserves the right to do the same. No one except the Chairman, Managing Partner(s) or the Chief Operating Officer has the authority to bind our Firm to any agreement contrary to the foregoing, and any such agreement must be in writing. Nothing in the Handbook, or any of Venable’s policies, practices or procedures constitute an express or implied contract of employment or warranty of any benefits. This Handbook may not be duplicated or electronically transmitted outside the Firm . Return any copy of this Handbook in your possession to the Firm upon conclusion of your employment. Notwithstanding the provision above that neither this handbook nor any of the Firm’s policies, practices, or procedures constitute an express or implied contract of employment, the Mandatory Arbitration Provision set forth below does create and shall be deemed to be a binding mutual contract between the Firm on the one hand and each and every employee on the other hand for the purposes of and in accordance with the terms and conditions of the Mandatory Arbitration Provision.

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Mandatory Arbitration

For purposes of this section, the term “Venable Personnel” shall mean each and every Equity Partner and each and every person employed by Venable, including without limitation all Professional Employees. [The term “Venable Personnel” is used here because there shall be one Mandatory Arbitration Provision for all Equity Partners and employees of Venable, in whatever capacity, legal, professional, staff or other, and all such persons shall be bound by the same Mandatory Arbitration Provision. Thus, the other manuals maintained by Venable for employees in other capacities or categories contain this Mandatory Arbitration Provision.] Venable and Venable Personnel person may sometimes be referred to herein collectively as “Parties” and separately as a “Party.” This provision for mandatory arbitration (the “Mandatory Arbitration Provision”) shall be the required and exclusive process for resolution of any and all “Covered Disputes” as defined below, involving Venable or Venable Personnel. a. This Mandatory Arbitration Provision shall be broadly construed to the maximum extent permitted by law and shall apply to any and all existing or future claims, disputes or controversies between the Firm and any person included in Venable Personnel, regardless of the subject matter, source or basis, whether statutory, common law or otherwise, of the dispute or controversy. Each person included in Venable Personnel and

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Venable LLP mutually, unconditionally and irrevocably agrees that any claim, dispute or controversy regarding or relating to any matter whatsoever, including without limitation the employment, partnership, separation from employment or separation from partnership, or arising under or relating to the Governance Manual, the Venable Operations Manual, or the Employment Handbook MUST be submitted to arbitration in accordance with the National Rules for the Resolution of Employment Disputes of the American Arbitration Association, except as may be modified herein. By way of example only, disputes or controversies that are subject to this agreement for mandatory arbitration include claims under federal, state, and local statutory or common law, such as claims for discrimination, retaliation and/or harassment under Title VII of the Civil Rights Act of 1964, the Americans with Disabilities Act, and the Age Discrimination in Employment Act; claims for discrimination, retaliation and/or harassment under applicable state or local law; claims under the Employee Retirement Income Security Act; claims under the Family and Medical Leave Act; claims under the Fair Labor Standards Act; claims under contract or tort law; claims for wages, compensation or benefits; and claims for trade secret violations, unlawful competition or breach of fiduciary duty. Claims for workers’ compensation or unemployment compensation benefits and claims that are expressly excluded from binding arbitration agreements as a matter of law are not subject to this agreement for mandatory arbitration. Claims, disputes or controversies included within this provision for mandatory arbitration may sometimes hereinafter be referred to as “Covered Disputes.” Covered Disputes shall be broadly interpreted and applied to the maximum extent permitted by law. b. The Parties also agree to submit claims to the arbitrator regarding issues of arbitrability, the validity, scope and enforceability of this Agreement, his or her jurisdiction, as well as any gateway, threshold, or any other

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challenges to this Agreement, including claims that this Agreement is unconscionable. Any such claims shall be included within the term “Covered Disputes.” The purpose of this provision is to avoid and prevent any judicial intervention in the arbitration process as provided herein for resolving Disputed Claims between Venable and any Venable Personnel person. c. Covered Disputes MUST be arbitrated only on an individual basis. If there are Covered Disputes between the Firm and different persons included within Venable Personnel or more than one such person, those Covered Disputes, even if arising out of the same or related circumstances, MUST be arbitrated in separate, individual proceedings. Each Venable Personnel person hereby irrevocably and unconditionally waives any right to initiate or be a party to any class, consolidated group, collective, or representative proceeding in arbitration or any other forum. For the avoidance of doubt, each Venable Personnel person will be deemed to have given this waiver and accepted this Mandatory Arbitration Provision by his or her continued partnership or employment with the Firm. d. To the maximum extent permitted by law, this Mandatory Arbitration Provision shall also apply to any and all Covered Disputes between Venable Personnel in any context that involves Venable and for which Venable may have any potential liability or responsibility. By way of example only, if a Venable Personnel person asserts a Covered Dispute against another Venable Personnel person who is alleged to have acted within the scope of his/her partnership or employment at Venable with respect to the circumstances giving rise to the Covered Dispute and any claim or assertion is or may be made that Venable is liable or responsible for the

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acts of the other Venable Personnel person, this Mandatory Arbitration Provision shall apply to that Covered Dispute. e. Any arbitration under this section shall be conducted at the locale of the Firm’s office to which the Venable Personnel person is principally assigned, unless applicable law requires the arbitration to be held in another jurisdiction. Any such arbitration will be decided in accordance with and determined by the laws of the State of Maryland with regard to the substance of the dispute or controversy to the maximum extent allowed by applicable law and/or applicable federal law. Each Venable Personnel person specifically agrees that the Firm may seek specific performance of this agreement for mandatory arbitration, as well as other injunctive relief, from the state or federal courts in Maryland, or the state or federal courts in the jurisdiction in which he or she resides and/or performs services for Venable. f. Any arbitration under this section shall be strictly confidential, and nothing about the arbitration proceeding or any information or documents produced in the arbitration proceeding or made a part of the record therein shall be made public or disclosed to anyone other than the arbitrator(s), the parties, counsel and witnesses, all of whom shall be bound by this requirement of confidentiality. g. Discovery in any arbitration under this section shall be conducted in accordance with the Federal Rules of Civil Procedure, except as modified herein. There shall be no requests for admission and all other written discovery shall be limited in number of individual requests, including subparts, to twenty (20) in total per side. By way of illustration, this means that each side may serve no more than twenty (20) interrogatories,

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including subparts, and no more than twenty (20) document requests, including subparts. With regard to depositions, each side shall be limited to three (3) depositions, each lasting no longer than seven (7) hours, unless agreed otherwise by the Parties. The admissibility of evidence at the arbitration hearing shall be governed by the Federal Rules of Evidence. h. The arbitrator(s) shall not have the authority to award punitive damages, costs or attorneys’ fees to either Party except as expressly allowed by the applicable law. The decision of the arbitrator(s) shall be in writing and shall contain the findings of fact and conclusions of law on which the decision is based. The administrative costs of the arbitration (filing fees, cost for the arbitration site, hearing fees, arbitrator’s fee) shall be divided equally between the parties. In the event that the National Rules for the Resolution of Employment Disputes of the American Arbitration Association, any express statutory provisions, or controlling case law conflicts with this allocation and requires the payment of administrative costs of arbitration by the Firm, the administration costs of arbitration will be paid by the Firm. The fees and expenses of any witness shall be paid by the Party requiring the presence of such witness. Each Party shall bear its own costs and expenses in all other respects. i. The resolution of any Covered Dispute achieved through arbitration pursuant to this section shall be final and binding on all Parties in accordance with the Federal Arbitration Act and shall be enforceable by a court of competent jurisdiction.

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j. If for any reason the requirement of mandatory arbitration as set forth in this section is not applicable or enforceable, then no Party shall be entitled to a trial by jury as to any matter or issue arising out of or relating in any way to any Covered Dispute, including without limitation dispute or controversy arising out of any provision of this Governance Manual, any provision of the Operations Manual, any provision of the Employment Handbook, any employment or partnership matter, or relating in any way to Venable in general. Each Venable Personnel person, as broadly defined above, accepts and agrees to the requirement of mandatory arbitration as set forth in this section by his or her continued employment or partnership at Venable. k. Notwithstanding any other provisions of this Handbook, the provisions of this section may only be modified or amended by the Venable Board and any such modification or amendment shall be effective only after the passage of ninety (90) days from the date on which the modification or amendment is published to the Firm. Any such modification or amendment shall apply prospectively and only to claims, disputes, or controversies arising on or after the expiration of the 90-day notice period. Continued partnership or employment at Venable after publication of the modification or amendment and expiration of the 90-day notice period shall constitute acceptance of and agreement to the modification or amendment.

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Business Code of Conduct

Venable’s Code of Conduct (the Code) addresses the professional, ethical, and social values of Venable and represents the commitment of Venable and its employees to our clients, shareholders, partners, and the communities in which we live and work. Venable requires every employee, partner and director to read and understand the Code and its application to the performance of their business responsibilities. Failure to abide by the principles outlined may lead to disciplinary action up to and including termination of employment. The Code guides our daily conduct and addresses issues that are important to Venable’s reputation and long-term success. It does not, however, address every law, rule or policy. It also is not a substitute for each employee’s responsibility to exercise intelligence, common sense, and good judgment, and to obtain guidance when needed.

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The Code covers a variety of important topics, including (but not limited to) the following:

• Confidentiality – maintaining strict confidentiality regarding all client and Firm matters. • Business Dealings with Clients – guidelines on acceptable and inappropriate business associations with Venable clients. • Gifts from Vendors – specific guidance on what is acceptable in terms of gifts and monetary values. • Outside Activities – policy on what activities are prohibited and may be in conflict with the interests of Venable or have the appearance of impropriety. • Insider Trading – an in-depth definition of insider trading, Venable’s policy, and how it is applied to daily work.

The complete Code of Conduct policy should be reviewed on a regular basis and accessed here.

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Recognition Programs

Anniversary Awards The Firm recognizes employees’ commitment to the Firm in a variety of ways including employee appreciation events and recognition of years of service. Anniversaries are recognized at 1, 3 and 5 years and every 5-year increment thereafter. At five years of service and every five-year increment thereafter, employees receive a gift in an amount which is determined by their years of service. The amount is prorated for part-time staff.

 5 years of service:  10 years of service:  15 years of service:  20 years of service:  25 years of service:

$250 $500 $750

$1,000

$1,500  30 years of service and every 5-year increment beyond: $2,500

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Recognition Program The Venable Values You recognition program highlights excellence in performance. By recognizing accomplishments that contribute to the Firm’s overall goals and objectives, this program promotes Venable’s Guiding Principles and demonstrates appreciation for above and beyond performance. Our goal is to create a mechanism that recognizes and rewards individual and team outstanding accomplishments. By recognizing and rewarding employees for exemplary work, we can create and foster an inspiring work environment that will:  Motivate Venable employees to perform their job duties and responsibilities in an outstanding manner;  Promote positive behaviors that support individual, business unit, team, department, and/or business goals and objectives;  Enhance team building and collaboration;  Highlight employees as role models;  Provide timely recognition to employees;  Provide a continuum of opportunities to recognize employees; and  Highlight behaviors and activities that benefit the Firm. Nomination Process

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Any employee, supervisor, manager, or attorney may nominate another employee for a Venable Values You award by completing the nomination form located on Intersect. An employee may not nominate their direct supervisor or manager for an award. Employees may nominate peers for Applause awards only. Managers, directors, and titles above may nominate an employee for an Applause, Ovation or H. Vernon Eney award. Managers are not eligible for Applause, Ovation, or H. Vernon Eney awards. Award Levels : There are three levels within the Venable Values You program, which are outlined below: 1 st Tier: Applause Award (Certificate to $150)

The Applause Award is intended to acknowledge individual contributions. It recognizes significant effort or accomplishment within the scope of an employee’s job duties and responsibilities. Performance excellence or outstanding achievement will be recognized in the areas of client service, professionalism, work ethic, integrity, continuous learning, innovation and improvement, collaboration, and building human capital. Employees, managers, directors, and titles above may nominate an employee for an Applause award.

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2 nd Tier: Ovation Award ($250 to $1,500) The Ovation award recognizes employees who demonstrate performance excellence while also demonstrating Venable’s guiding principles. This award recognizes individuals or teams that demonstrate measurable benefits, commitment, and leadership that impact Venable’s employee or client communities through project work, group initiatives, and volunteer efforts. Only managers, directors and titles above may nominate an employee for an Ovation award. 3 rd Tier: H. Vernon Eney Award ($2,500 to $5,000) The H. Vernon Eney award recognizes employees who directly affect positive change to Venable’s overall operating processes, profit goals, and/or bottom line. This includes introducing new, innovative approaches and efficiencies that result in savings or significant changes in business processes that create enhanced excellence and quality. It can also be used to recognize employees who have presented a professional or technical lecture or seminar. Only managers, directors and titles above may nominate an employee for an H. Vernon Eney award.

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Employee Referral Program Venable recognizes that its greatest assets are its employees who can play a vital role in identifying and referring top talent like themselves, with similar drive, work ethic and commitment. Employees are encouraged to participate in the Firm’s expansion and hiring efforts by referring qualified candidates under the following guidelines: Successful referrals will result in a $3,000 referral bonus for business professional staff positions including paralegals and other non-attorney legal staff. Half of the referral bonus will be paid after the referred candidate has successfully completed three (3) months of employment beginning on their start date at Venable, and the other half of the referral bonus will be paid after the referred candidate has successfully completed six (6) months of employment beginning on their start date at Venable, as long as the referring employee is still actively employed by Venable at the three-month and six-month periods. The referral bonus will be prorated if the applicant is employed in a part-time position. A referral bonus will not apply to individuals hired on a temporary basis or for individuals previously employed by Venable in any capacity. Equity partners, members of the Firm’s senior staff, directors, Legal Personnel and Attorney Recruiting staff, and Human Resources staff are not eligible for the employee referral bonus. Hiring managers and supervisors are also not eligible for positions for which they have hiring responsibility. If an applicant is referred from more than one source, for example, from two Venable employees or a Venable employee and an employment agency, the date and time of receipt of the referral will be the deciding factor, and you will be notified accordingly.

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For business professional staff referrals, please submit an Employee Referral Form to Lori Kennedy, Director, Talent Acquisition in the HR Department. For legal personnel and lawyer positions, the employee should submit an Employment Referral Form to our Legal Personnel & Attorney Recruiting teams. For Venable Blue positions, the employee should submit an Employee Referral Form to Hayley Osti, Manager, Recruiting and Program Support. Retirement To qualify as a retiree, an employee must be 55 years of age and have at least 10 years of service with Venable. If an employee meets the firm’s definition of a retiree, he/she will receive a retirement gift from the Firm, the amount of which is determined by the employee’s years of service. The amount is prorated for part-time staff.

$500 $750

 10 years of service:  15 years of service:  20 years of service:  25 years of service:

$1,000

$1,500  30 years of service and every 5-year increment beyond: $2,500

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Compliance Policies

Equal Employment and Opportunity Venable is committed to ensuring that our workforce reflects America’s diverse population. We know that such diversity will enrich us with the talent, energy, perspective, and inspiration we need to achieve our goals. Venable strongly believes in a policy of equal employment and opportunity for all people based on merit and commitment to the principles of diversity. It is our policy to recruit, hire, train, and promote individuals in all job titles, and administer all programs, without regard to membership in any of the protected categories under applicable law to include: race, traits associated with race, including but not limited to, hair texture and protective hairstyles such as braids, locks, and twists, color, religion, creed, age, sex, national origin or ancestry, alienage, marital status, family responsibilities, familial status, pregnancy, childbirth or related medical conditions, caregiver status, personal appearance, physical or mental disability, perceived disability, sexual orientation, sexual and other reproductive health decisions, gender identity or expression, genetic information, matriculation, citizenship status, military or veteran status, political affiliations, union affiliation, or any other category protected under applicable laws.

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In addition, other categories protected by Equal Opportunity Employment laws in our respective offices include:

• Chicago: Arrest record, expunged and concealed convictions, housing status, unfavorable military discharge, orders of protection. The Human Rights Act will also apply to working environments beyond the physical location at which employees work, such as any instances of remote work or any work performed outside of the workplace. • D.C.: Political affiliation, matriculation, credit information, and victims or family members of victims of domestic violence, sexual offense or stalking. • Denver: Marriage to a co-worker; any unwelcome physical or verbal conduct or any written, pictorial, or visual communication that is directed toward an individual or group of individuals on the basis of a protected class, subjectively offensive to the individual alleging harassment, and objectively offensive to a reasonable individual who is part of the same protected class. • Florida: Any individual who has or is perceived to have acquired immune deficiency syndrome (AIDS) or human immunodeficiency virus (HIV), or has the sickle cell trait. • New York State: Familial status (including pregnancy), domestic violence victim status, sex (including transgender), predisposing genetic characteristics, disability (including gender dysphoria), religious attire, clothing or facial hair, immigration status, any lawful source of income, height and/or weight. • New York City: Arrest or conviction record, caregiver, credit history, partnership status, salary history, active military service member, unemployment status, status as victim of domestic violence, sexual violence, stalking. • San Francisco: Place of birth, height, weight;

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Collectively, all of these protected characteristics or categories may also be referred to in this policy as “Protected Categories.”

The Firm will not tolerate any unlawful discrimination or retaliation, and any such conduct is prohibited.

Americans with Disabilities Act and Americans with Disabilities Act Amendments Act Venable is firmly committed to complying with all applicable federal and state laws designed to ensure equal employment opportunities for qualified individuals with disabilities. Consistent with this policy, the Firm will make reasonable accommodations for known physical or mental limitations of qualified applicants or employees who are able to perform the essential functions of their job, unless the accommodation poses undue hardship for Venable’s business. Requests for Accommodation Requests for accommodations include disability accommodation, religious accommodation, accommodation related to pregnancy or childbirth (and any related medical conditions), as well as accommodations to address needs as a victim of domestic violence, sex offenses, or stalking. Such requests should be directed to Human Resources. The Firm will engage with the individual requesting accommodation, either in writing or orally, within a reasonable time frame. The dialogue will address potential accommodations without creating undue hardship for the Firm, including alternatives to the requested accommodation and any difficulties the potential accommodation may pose

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for the Firm. At the conclusion of the process, the Firm will provide the employee with a determination that identifies any accommodation granted or denied. Affirmative Action Venable has developed and maintains Affirmative Action Plans in all its locations, as required by regulation, which establish specific practices, procedures and goals in support of this policy. These plans are available for review by contacting Human Resources. The plans include the following: It will be the policy of Venable, in accordance with all applicable laws, to recruit, hire, train and promote persons in all job titles without regard to membership in any protected category, as defined above. All personnel actions, such as compensation, benefits, transfers and social and recreational programs, will be administered without regard to membership in any protected category, as defined above. Venable and its management at all levels are responsible for ensuring that the spirit and intent of this policy is, in fact, the consistent practice of the organization. It is the responsibility of each employee to treat every other employee or applicant for employment, client, contractor, vendor, or any other person in the Firm with respect and in a fair, nondiscriminatory manner. Harassment-Free Workplace Venable is committed to providing and maintaining a productive work environment that is characterized by professional courtesy and mutual respect. As such, Venable has adopted a zero-tolerance policy and prohibits all

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forms of harassment and discrimination by any employee, Venable customers, clients, vendors or visitors. This policy is enforced at all levels within the Firm, and any employee who engages in prohibited harassment or discrimination will be subject to disciplinary action up to and including termination of employment for a first offense. Harassment may include unwelcome or unsolicited speech, conduct, or written communications based upon sex, age, disability, perceived disability, marital status, personal appearance, sexual orientation, gender identity, genetic information, race, color, religion, national origin, veteran status, or any other legally protected characteristic without regard to membership in any protected category, as defined above. This includes conduct of a sexual nature including unwelcome sexual advances, requests for sexual favors, or visual, verbal or physical conduct of a sexual nature. Complaint Process Venable is committed to taking all reasonable steps to prevent harassment and will make every effort to promptly and effectively address any harassment that may occur. If an employee is subject to, becomes a witness to, or otherwise becomes aware of another employee being subject to harassment, they have the responsibility to report it directly to their immediate supervisor, next level manager, or Human Resources. Venable will not tolerate any form of retaliation against an employee filing a complaint under this policy, or for assisting in an investigation.

More information about the Harassment Free Workplace Policy can be found here.

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Drug and Alcohol-Free Workplace Venable is committed to providing a safe and healthy workplace for all employees. Consistent with this commitment and in keeping with the federal Drug-Free Workplace Act of 1988, it is the policy of Venable to maintain a drug and alcohol-free workplace. This policy applies to all Venable employees and applicants and is a condition of employment. State specific legal provisions regarding testing procedures may also apply. In conjunction with this policy, Venable will adhere to the provisions under each state Venable operates in regarding testing provisions. Key Provisions Employees should report to work fit for duty and free of any adverse effects of illegal drugs or alcohol. Venable’s policy prohibits employees from being under the influence of alcohol or drugs or improperly using medication in any way that could diminish, or raise questions concerning, an employee’s ability to perform at their best while performing services for or on behalf of Venable. Venable prohibits all employees from manufacturing, distributing, dispensing, possessing, or using an illegal drug in or on Firm premises or while conducting Firm business. Employees are also prohibited from misusing legally prescribed or over-the-counter (OTC) drugs. Law enforcement personnel shall be notified, as appropriate, when criminal activity is suspected.

The complete Drug and Alcohol-Free Workplace Policy can be accessed here.

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Compensation and Performance Management

Compensation Philosophy Employees are our most valuable and important resource. We value the diversity of talent and different perspectives our business professionals bring to the table, and we compensate employees on the basis of job performance, experience, qualifications, skills, job value and individual contribution. We monitor salary practices to ensure they are externally competitive, internally consistent and personally motivating. Our programs are designed to incentivize and differentiate based on individual and business results, key competencies, and behaviors consistent with Venable’s core values and long-term success. Employment Categories Throughout this Handbook, you will see references to the following employee categories: (a) Introductory Employees. Newly hired employees who have yet to successfully complete their introductory period of employment.

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At the beginning of employment, employees are considered to be in a trial period during their initial 90 days of employment. This is considered to be the ‘introductory period’ of employment. During this time, both the new employee and the Firm will have an opportunity to evaluate one another and the employee’s compatibility, ability and interest in the job and work environment. Employment may be concluded at any time, with or without cause, during or after this introductory period should it be deemed necessary or appropriate by the employee or the Firm. As the introductory period draws to a close, your direct supervisor, will determine whether to continue employment, extend the introductory period further or conclude the employment relationship. The length of the introductory period may be extended, if necessary, at the discretion of the Vice President, Human Resources. The extension of the introductory period will not prohibit employees from taking paid leave. Successful completion of the introductory period, however, does not result in any change in the employment-at-will relationship described in the introduction of this handbook. (b) Regular Full-Time Employees. Those employees who are regularly scheduled to work the scheduled office hours for their location and have successfully completed their introductory period. They are normally eligible for the benefits provided by the Firm. (c) Regular Part-Time Employees. Those employees who are regularly scheduled to work a reduced work schedule of at least 25 hours and less than the core office hours per week and have successfully completed

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their introductory period. They receive, on a pro-rata basis established by Venable, some of the benefits provided to regular full-time employees. (d) Part time Employees. Those employees who work less than 25 hours per week and eligible for pro-rated time off policies. These employees are not eligible for Venable benefits. (e) Firm Temporary Employees. Those employees who are employed by Venable on an as-needed basis for a specific project, or for a period of time generally not to exceed six months, and whose employment will conclude upon completion of that project, period of time, or sooner. This period may be extended, subject to prior approval by the Vice President, Human Resources. Employees hired to work on an “as needed” basis are also considered to be temporary employees. Temporary and as needed employees are eligible for sick days, but ineligible for Venable benefits or PTO leave policies.

(f)

Senior Staff. All employees who are Senior Directors and above.

(g) Exempt and Non-Exempt Employees. All employees are also classified into “exempt” or “non-exempt” categories for purposes of establishing eligibility for overtime pay under the Federal and State Wage and Hour Laws. By law, “exempt” employees are not eligible for overtime pay. For additional information about exempt salary deductions, click here. Hourly paid employees are classified as “non-exempt.”

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Pay Procedures Our workweek is Saturday through Friday, and employees are normally paid by direct deposit every other Friday. If a normal payday falls on a holiday observed by the Firm or by the banks, employees will be paid on the preceding workday. Employees are responsible for checking the accuracy of their pay voucher and reporting any discrepancies to their supervisor. Working Extended Hours The Firm complies with all applicable federal and state laws with regard to payment of overtime work. More information can be found on the complete Overtime Policy and Expense Reimbursement for Working Extended Hours Policy here. Employees may be required to work overtime when assigned. Any overtime you work must be authorized in advance by management. Unauthorized overtime or refusal or unavailability to work overtime is considered unacceptable work performance, and may be subject to disciplinary action up to and including termination. Exempt employees are not eligible for overtime pay but may be eligible for expense reimbursement for expenses incurred while working extended hours. For more information, access the Expense Reimbursement for Working Extended Hours Policy here. Discretionary Bonus Following the end of each calendar year, the Firm, in its sole discretion, may award to individual employees in active status a bonus (the “Discretionary Bonus”) for such calendar year, in an amount to be determined by the Firm in its

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sole judgment based upon the employee’s and the Firm’s performance, the employee’s tenure, and the achievement of other goals, considerations, and objectives deemed relevant by the Firm. In other words, both the fact that a Discretionary Bonus payment is to be made to an employee and the amount of any such payment are determined at the sole discretion of the Firm for the full calendar year for which the eligibility criteria are evaluated. Performance Management Performance Evaluations Evaluating employee performance is an ongoing process. Throughout your employment, this interactive process will involve formal and informal meetings between you and your supervisor. The emphasis will be on clarifying goals and objectives, reviewing your progress and providing feedback towards meeting those objectives, and discussing development opportunities and career interests. Introductory Evaluations Venable conducts a formal review of your overall performance prior to the end of your introductory period (the first 90 days of employment). Once completed, your supervisor will schedule a meeting with you to review the information and provide feedback. Annual Performance Evaluations and Salary Reviews Annually, employees will receive a formal performance evaluation that covers a full year of performance. Employee salaries will be evaluated and dependent upon the employee’s standing, job performance, total salary increase budget, business needs and other relevant factors, a merit increase may be provided.

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