CEO Brian Culley was paid $2,111,170 in fiscal year 2025, ↓ down 16.7% from fiscal year 2024, the 29th percentile of its disclosed peer group (SEC filing 0001193125-26-191556 ↗): executive and director compensation, incentive-plan design, equity activity, and governance — every figure in this brief is traceable to its exact location in the company’s SEC filing — the document, the section, the page, and the table, linked directly.
$2,111,170 ↓ Brian Culley total, FY2025 | 29th CEO pay percentile vs peers | — CEO-to-median pay ratio | 97.14% Say-on-pay support, latest vote |
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LCTX's next annual pay disclosure, estimated April 29, 2027.est. Filing ↗
| Named executive officer | Salary | Bonus | Stock awards | Option awards | Non-equity incentive | Pension / NQDC | All other | Total |
|---|---|---|---|---|---|---|---|---|
| Brian Culley | $691,800 | $0 | $0 | $882,970 | $518,900 | $0 | $17,500 | $2,111,170 |
| Chief Executive Officer | ||||||||
| Jill Howe | 467,000 | 0 | 0 | 287,925 | 233,500 | 0 | 17,500 | 1,005,925 |
| Chief Financial Officer | ||||||||
| George Samuel III | 448,500 | 0 | 0 | 287,925 | 224,300 | 0 | 17,500 | 978,225 |
| General Counsel and Corporate Secretary | ||||||||
A dash means the company reported no figure in that column; 0 means it reported zero. Figures are as printed in the filing, without adjustment.
| Named executive officer | FY2025 total | FY2024 total | FY2023 total | Δ FY2024→2025 |
|---|---|---|---|---|
| Brian Culley | $2,111,170 | $2,534,450 | $2,905,130 | ↓ −423,280 |
| Jill Howe | 1,005,925 | 1,114,100 | 738,855 | ↓ −108,175 |
| George Samuel III | 978,225 | 1,113,600 | 1,210,813 | ↓ −135,375 |
Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.
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Each company listed discloses LCTX in its own benchmarking peer group, as disclosed in each company's most recent proxy statement within the last two proxy seasons. Two companies are therefore absent by design: one that named LCTX in an earlier year and no longer does, and one whose own most recent disclosure is older than the last two seasons.
One page per officer: the same table above, read for one person at a time — his own figure and every fiscal year the register holds.
| Executive | Role | FY2025 total |
|---|---|---|
| Brian Culley | CEO | $2,111,170 |
| Jill Howe | CFO | $1,005,925 |
| George Samuel III | General Counsel | $978,225 |
One page per director: the seat, the committees and the fee table, read for one person at a time.
| Director | Role | FY2025 total |
|---|---|---|
| Angus C. Russell | Independent Director | $120,990 |
| Anula Jayasuriya | Independent Director | $103,490 |
| Deborah Andrews | Independent Director | $123,490 |
| Dipti Amin | Independent Director | $103,490 |
| Michael H. Mulroy | Independent Director | $160,990 |
| Neal C. Bradsher | Independent Director | $118,490 |
No insider equity transactions reported since the proxy statement.
| Executive | Award | Grant date | Threshold | Target | Granted | Maximum | Grant-date fair value |
|---|---|---|---|---|---|---|---|
| Brian Culley | OPTION | 2025-03-10 | — | — | 2,300,000 | — | $882,970 |
| Jill Howe | OPTION | 2025-03-10 | — | — | 750,000 | — | 287,925 |
| George Samuel III | OPTION | 2025-03-10 | — | — | 750,000 | — | 287,925 |
| Named executive officer | Time-vested (RSU) | Performance-vested (PSU) | Options / SARs | % performance-vested |
|---|---|---|---|---|
| Brian Culley | $0 | $0 | $882,970 | 0.0% |
| Jill Howe | 0 | 0 | 287,925 | 0.0% |
| George Samuel III | 0 | 0 | 287,925 | 0.0% |
% performance-vested = PSU grant-date fair value ÷ (RSU + PSU + Options), a computed value with the derivation shown in the register.
| Executive | Award | Shares unvested | Exercise price | Market value unvested |
|---|---|---|---|---|
| Brian Culley | RSU | 147,320 | — | $52,186 |
| George Samuel III | RSU | 28,646 | — | 10,147 |
| Brian Culley | Option | 78,125 | 1.4 | — |
| Brian Culley | Option | 593,750 | 1.46 | — |
| Brian Culley | Option | 1,068,750 | 1.13 | — |
| Brian Culley | Option | 2,300,000 | 0.53 | — |
| George Samuel III | Option | 40,625 | 1.4 | — |
| George Samuel III | Option | 203,125 | 1.46 | — |
| George Samuel III | Option | 365,625 | 1.13 | — |
| George Samuel III | Option | 750,000 | 0.53 | — |
| Jill Howe | Option | 229,167 | 1.36 | — |
| Jill Howe | Option | 46,875 | 1.46 | — |
| Jill Howe | Option | 750,000 | 0.53 | — |
| Jill Howe | Option | 365,625 | 1.13 | — |
The Compensation Committee aims to be competitive in executive hiring and retention by targeting market pay percentiles based on peer group data.
| CEO STI target (% of salary) | — |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | Anderson |
| Clawback policy | — |
| Anti-hedging | — |
| Anti-pledging | — |
| Meeting year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2026 | 2026-06-10 | 88,328,168 | 2,600,932 | 655,685 | 97.14% | Passed |
| 2025 | 2025-06-26 | 96,071,162 | 3,804,451 | 611,814 | 96.19% | Passed |
| 2024 | 2024-06-11 | 87,812,598 | 3,704,495 | 746,596 | 95.95% | Passed |
| 2023 | 2023-09-06 | 70,271,698 | 4,542,895 | 561,807 | 93.23% | Passed |
| 2022 | 2022-06-16 | 70,879,474 | 1,813,619 | 1,802,356 | 97.51% | Passed |
| 2021 | 2021-09-13 | 70,898,473 | 3,204,251 | 616,948 | 95.68% | Passed |
Rows are labeled by annual-meeting year, with the meeting date beside each; the vote held in a given year acts on the prior fiscal year's compensation.
| Meeting year | Meeting date | Approval — company's computation |
|---|---|---|
| 2026 | 2026-06-10 | 97.14%a |
| 2025 | 2025-06-26 | 96.19%b |
| 2024 | 2024-06-11 | 95.95%c |
a. Voting standard not stated in the filing.
b. Voting standard not stated in the filing.
c. Voting standard not stated in the filing.
Approval percentages are the company's own reported computations under its own stated standard, not recomputed by Velarion. Where a company does not state a standard, none is assumed.
| Director | Cash fees | Stock awards | Option awards | Non-equity incentive | All other | Total |
|---|---|---|---|---|---|---|
| Michael H. MulroyIndependent · Audit | $115,000 | $0 | $45,990 | — | $0 | $160,990 |
| Deborah AndrewsIndependent · Audit (Chair) · Compensation | 77,500 | 0 | 45,990 | — | 0 | 123,490 |
| Angus C. RussellIndependent · Audit | 75,000 | 0 | 45,990 | — | 0 | 120,990 |
| Neal C. BradsherIndependent · Nominating & Corporate Governance (Chair) · Financial Strategy | 72,500 | 0 | 45,990 | — | 0 | 118,490 |
| Dipti AminIndependent · Compensation | 57,500 | 0 | 45,990 | — | 0 | 103,490 |
| Anula JayasuriyaIndependent · Nominating CorporateGovernance | 57,500 | 0 | 45,990 | — | 0 | 103,490 |
| Brian M. CulleyEmployee director · Financial Strategy (Chair) | — | — | — | — | — | 0 |
| Annual cash retainer | — |
|---|---|
| Annual equity retainer | — |
| Per board meeting fee | — |
| Committee chair fees (audit / comp / nom-gov) | — |
| Stock ownership guideline | Under these guidelines, our directors are required to hold at least 10,000 common shares three years following the date of their election to our Board. |
| Component | FY2025 |
|---|---|
| Cash retainers and fees | $455,000 |
| Equity awards (grant-date value) | $0 |
| All other compensation | $0 |
| Total cost of the board | $455,000 |
Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.
The compensation peer group as the company disclosed it in its own proxy — the reference set behind the percentile above.
Of the companies Lineage Cell Therapeutics names as compensation peers, which name it back in their own disclosed peer groups. A peer set the market reciprocates reads differently from one selected in a single direction.
Reciprocity shown where the peer's own current proxy has been read — each mark is cited in the register to that peer's filing. A dash means the peer's current proxy was read and names no reciprocal group including Lineage Cell Therapeutics.
Most recent fiscal-year chief executive compensation at each disclosed peer, taken from that company's own proxy statement.
| Rank | Company | FY | Chief executive | Salary | Stock awards | Option awards | Non-equity incentive | Total |
|---|---|---|---|---|---|---|---|---|
| 1 | Vor Biopharma Inc. | 2025 | Jean-Paul Kress | $344,615 | $0 | $64,013,465 | $251,425 | $65,027,569 |
| 2 | Allogene Therapeutics, Inc. | 2025 | David Chang | 724,000 | 2,409,537 | 2,588,329 | 400,010 | 6,136,093 |
| 3 | AnaptysBio, Inc. | 2025 | Daniel Faga | 706,011 | 1,592,001 | 3,345,653 | 465,968 | 6,133,943 |
| 4 | Cartesian Therapeutics, Inc. | 2025 | Carsten Brunn | 674,000 | 973,475 | 2,314,320 | 363,960 | 4,329,868 |
| 5 | Adverum Biotechnologies, Inc. | 2024 | Laurent Fischer | 691,795 | 171,363 | 2,839,252 | 415,080 | 4,131,290 |
| 6 | Capricor Therapeutics, Inc | 2025 | Linda Marbán | 300,000 | 0 | 2,940,920 | 0 | 3,521,565 |
| 7 | Nkarta, Inc. | 2025 | Paul Hastings | 674,384 | 236,250 | 1,711,957 | 344,947 | 2,978,038 |
| 8 | Sana Biotechnology, Inc. | 2025 | Steven Harr | 696,140 | 425,001 | 1,327,500 | 450,369 | 2,903,010 |
| 9 | Verastem, Inc. | 2025 | Daniel Paterson | 674,000 | 1,161,661 | 0 | 489,324 | 2,349,975 |
| 10 | Fate Therapeutics, Inc. | 2025 | Bahram Valamehr | 600,000 | 0 | 1,283,868 | 360,000 | 2,248,568 |
| 11 | Lineage Cell Therapeutics | 2025 | Brian Culley | 691,800 | 0 | 882,970 | 518,900 | 2,111,170 |
| 12 | Kyverna Therapeutics Inc | 2025 | Warner Biddle | 625,000 | 0 | 543,804 | 468,750 | 1,814,980 |
| 13 | Agenus Inc. | 2025 | Garo Armen | 715,260 | 0 | 141,000 | 0 | 1,350,325 |
| 14 | Chimerix Inc | 2023 | Mike Andriole | 528,473 | 93,135 | 399,282 | 280,500 | 1,312,421 |
| 15 | Century Therapeutics, Inc. | 2025 | Gregory Russotti | 559,650 | 71,120 | 51,240 | 226,658 | 912,320 |
| — | BioAtla, Inc. | — | — | — | — | — | — | not in coverage universe |
Each peer's compensation is from its most recently filed proxy; fiscal years differ by company. Each peer's figures come from its own filings; the subject company is highlighted. Peers whose chief executive compensation is outside our coverage universe are stated as such, never left blank.
| Company | Annual incentive payout | Long-term vehicle mix | PSU measures include TSR | Compensation consultant |
|---|---|---|---|---|
| Lineage Cell Therapeutics | not disclosed | not disclosed | not disclosed | Anderson |
| Adverum Biotechnologies, Inc. | not disclosed | not disclosed | not disclosed | Aon |
| Agenus Inc. | 125% | Options 100 | not disclosed | Aon Radford |
| Allogene Therapeutics, Inc. | not disclosed | Option 55 · RSU 25 · PSU 20 | not disclosed | Compensia |
| AnaptysBio, Inc. | 110% | not disclosed | No | Alpine Rewards |
| BioAtla, Inc. | not disclosed | not disclosed | not disclosed | not disclosed |
| Capricor Therapeutics, Inc | 25% to 90% of base salary% | not disclosed | not disclosed | Pay Governance LLC |
| Cartesian Therapeutics, Inc. | not disclosed | not disclosed | not disclosed | Compensia |
| Century Therapeutics, Inc. | not disclosed | not disclosed | not disclosed | not disclosed |
| Chimerix Inc | 85% | Option 86 · RSU 14 | not disclosed | Aon |
| Fate Therapeutics, Inc. | 100% | Options 100 | No | Aon's Human Capital Solutions practice (Radford) |
| Kyverna Therapeutics Inc | not disclosed | Option 100 | not disclosed | Aon plc |
| Nkarta, Inc. | not disclosed | not disclosed | not disclosed | Aon Consulting, Inc. |
| Sana Biotechnology, Inc. | 107.5% | not disclosed | not disclosed | Aon plc (Human Capital Solutions practice) |
| Verastem, Inc. | not disclosed | not disclosed | not disclosed | Pearl Meyer |
| Vor Biopharma Inc. | not disclosed | not disclosed | not disclosed | Alpine Rewards, LLC |
Read from each company's Compensation Discussion and Analysis: annual incentive payout as a percentage of target, the disclosed long-term vehicle mix, whether performance-share measures include a total shareholder return component, and the retained compensation consultant. “Not disclosed” appears only where the company's filing does not state the item.
Answers are drawn only from the figures disclosed in this brief and cited to their location in the source filing. Where a figure required for an answer is not disclosed, that is stated rather than estimated.
Each figure's location is given both for the eye (section · page · table · row · column) and for a script (table/row/column index and exact character span in the filed document). Any figure can be independently confirmed against the source.
| # | Supports | Document | Filed | Accession | Location in document |
|---|---|---|---|---|---|
| 1 | Section 01, Brian Culley | DEF 14A | 2026-04-29 | 0001193125-26-191556 | Section “Executive Compensation”. As printed: 2,111,170. Filing ↗machine: span 377951–377960 |
| 2 | Section 01, Jill Howe | DEF 14A | 2026-04-29 | 0001193125-26-191556 | Section “Executive Compensation”. As printed: 1,005,925. Filing ↗machine: span 400305–400314 |
| 3 | Section 01, George Samuel III | DEF 14A | 2026-04-29 | 0001193125-26-191556 | Section “Executive Compensation”. As printed: 978,225. Filing ↗machine: span 422665–422672 |
| 4 | Section 03, Brian Culley OPTION | DEF 14A | 2026-04-29 | 0001193125-26-191556 | Section “Executive Compensation” · grants of plan-based awards table. Filing ↗machine: span 758962–758969 |
| 5 | Section 03, Jill Howe OPTION | DEF 14A | 2026-04-29 | 0001193125-26-191556 | Section “Executive Compensation” · grants of plan-based awards table. Filing ↗machine: span 766275–766282 |
| 6 | Section 03, George Samuel III OPTION | DEF 14A | 2026-04-29 | 0001193125-26-191556 | Section “Executive Compensation” · grants of plan-based awards table. Filing ↗machine: span 773596–773603 |
| 7 | Section 08, Michael H. Mulroy | DEF 14A | 2026-04-29 | 0001193125-26-191556 | Section “Director Compensation”. As printed: 160,990. Filing ↗machine: span 208279–208488 |
| 8 | Section 08, Deborah Andrews | DEF 14A | 2026-04-29 | 0001193125-26-191556 | Section “Director Compensation”. As printed: 123,490. Filing ↗machine: span 189783–189992 |
| 9 | Section 08, Angus C. Russell | DEF 14A | 2026-04-29 | 0001193125-26-191556 | Section “Director Compensation”. As printed: 120,990. Filing ↗machine: span 212904–213113 |
| 10 | Section 08, Neal C. Bradsher | DEF 14A | 2026-04-29 | 0001193125-26-191556 | Section “Director Compensation”. As printed: 118,490. Filing ↗machine: span 199027–199236 |
| 11 | Section 08, Dipti Amin | DEF 14A | 2026-04-29 | 0001193125-26-191556 | Section “Director Compensation”. As printed: 103,490. Filing ↗machine: span 194402–194611 |
| 12 | Section 08, Anula Jayasuriya | DEF 14A | 2026-04-29 | 0001193125-26-191556 | Section “Director Compensation”. As printed: 103,490. Filing ↗machine: span 203652–203861 |
| 13 | Section 08, Brian M. Culley | DEF 14A | 2026-04-29 | 0001193125-26-191556 | Section “Director Compensation”. As printed: 0. Filing ↗ |
| 14 | Section 06, 2026 vote | Form 8-K | 2026-06-12 | 0001193125-26-269557 | Item 5.07 · say-on-pay result. As reported: 97.14% (votes for as printed: 88,328,168). Filing ↗ |
| 15 | Section 06, 2025 vote | Form 8-K | 2025-07-02 | 0000950170-25-093007 | Item 5.07 · say-on-pay result. As reported: 96.19% (votes for as printed: 96,071,162). Filing ↗ |
| 16 | Section 06, 2024 vote | Form 8-K | 2024-06-13 | 0000950170-24-073072 | Item 5.07 · say-on-pay result. As reported: 95.95% (votes for as printed: 87,812,598). Filing ↗ |
| 17 | Section 01 trend, Δ column (computed) | Computed | — | — | Δ = current-FY total − prior-FY total per named officer.machine: formula: Δ = FY(n) − FY(n−1) |
| 18 | Section 03b vehicle mix (computed) | Computed | — | — | RSU / PSU / Options grant-date fair values summed per officer from the grants table; % performance-vested = PSU ÷ (RSU+PSU+Options).machine: formula: sums + PSU ratio |
| 19 | Section 09b board cost (computed) | Computed | — | — | Cash 455,000 + equity 0 + all other 0 = 455,000, summed across the director compensation table rows.machine: formula: Σ = 455,000 |
| 20 | Vor Biopharma Inc., Section 10b CEO total | DEF 14A | 2026-04-27 | 0001193125-26-181883 | CEO total compensation as printed in Vor Biopharma Inc.'s own proxy. As printed: 65,027,569. Filing ↗machine: r2 · c28 · span 644794–644804 |
| 21 | Allogene Therapeutics, Inc., Section 10b CEO total | DEF 14A | 2026-04-30 | 0001628280-26-028948 | CEO total compensation as printed in Allogene Therapeutics, Inc.'s own proxy. As printed: 6,136,093. Filing ↗machine: r2 · c54 · span 451014–451023 |
| 22 | AnaptysBio, Inc., Section 10b CEO total | DEF 14A | 2026-06-29 | 0001193125-26-288408 | CEO total compensation as printed in AnaptysBio, Inc.'s own proxy. As printed: 6,133,943. Filing ↗machine: span 694406–694415 |
| 23 | Cartesian Therapeutics, Inc., Section 10b CEO total | DEF 14A | 2026-04-28 | 0001453687-26-000072 | CEO total compensation as printed in Cartesian Therapeutics, Inc.'s own proxy. As printed: 4,329,868. Filing ↗machine: r2 · c45 · span 520739–520748 |
| 24 | Adverum Biotechnologies, Inc., Section 10b CEO total | DEF 14A | 2025-04-28 | 0001140361-25-016005 | CEO total compensation as printed in Adverum Biotechnologies, Inc.'s own proxy. As printed: 4,131,290. Filing ↗machine: r2 · c24 · span 929707–929716 |
| 25 | Capricor Therapeutics, Inc, Section 10b CEO total | DEF 14A | 2026-04-10 | 0001104659-26-042070 | CEO total compensation as printed in Capricor Therapeutics, Inc's own proxy. As printed: 3,521,565. Filing ↗ |
| 26 | Nkarta, Inc., Section 10b CEO total | DEF 14A | 2026-04-23 | 0001140361-26-016403 | CEO total compensation as printed in Nkarta, Inc.'s own proxy. As printed: 2,978,038. Filing ↗machine: r2 · c27 · span 344226–344235 |
| 27 | Sana Biotechnology, Inc., Section 10b CEO total | DEF 14A | 2026-04-24 | 0001193125-26-174883 | CEO total compensation as printed in Sana Biotechnology, Inc.'s own proxy. As printed: 2,903,010. Filing ↗machine: t69 · r3 · c27 · span 235773–235782 |
| 28 | Verastem, Inc., Section 10b CEO total | DEF 14A | 2026-04-09 | 0001104659-26-041506 | CEO total compensation as printed in Verastem, Inc.'s own proxy. As printed: 2,349,975. Filing ↗ |
| 29 | Fate Therapeutics, Inc., Section 10b CEO total | DEF 14A | 2026-04-24 | 0001193125-26-177094 | CEO total compensation as printed in Fate Therapeutics, Inc.'s own proxy. As printed: 2,248,568. Filing ↗machine: r2 · c31 · span 391551–391560 |
| 30 | Lineage Cell Therapeutics (subject), Section 10b CEO total | DEF 14A | 2026-04-29 | 0001193125-26-191556 | CEO total compensation as printed in Lineage Cell Therapeutics's own proxy. As printed: 2,111,170. Filing ↗machine: span 377951–377960 |
| 31 | Kyverna Therapeutics Inc, Section 10b CEO total | DEF 14A | 2026-04-13 | 0001193125-26-152835 | CEO total compensation as printed in Kyverna Therapeutics Inc's own proxy. As printed: 1,814,980. Filing ↗machine: r2 · c26 · span 547940–547949 |
| 32 | Agenus Inc., Section 10b CEO total | DEF 14A | 2026-04-30 | 0001193125-26-197536 | CEO total compensation as printed in Agenus Inc.'s own proxy. As printed: 1,350,325. Filing ↗machine: r2 · c21 · span 404620–404629 |
| 33 | Chimerix Inc, Section 10b CEO total | DEF 14A | 2024-04-26 | 0001117480-24-000010 | CEO total compensation as printed in Chimerix Inc's own proxy. As printed: 1,312,421. Filing ↗ |
| 34 | Century Therapeutics, Inc., Section 10b CEO total | DEF 14A | 2026-04-27 | 0001104659-26-049489 | CEO total compensation as printed in Century Therapeutics, Inc.'s own proxy. As printed: 912,320. Filing ↗machine: r3 · c26 · span 521444–521451 |
| 35 | Section 10a, Capricor Therapeutics, Inc reciprocity | DEF 14A | — | 0001104659-26-042070 | Capricor Therapeutics, Inc's most recent proxy was read; its disclosed peer group does not include Lineage Cell Therapeutics. Filing ↗ |
| 36 | Section 10a, Verastem, Inc. reciprocity | DEF 14A | — | 0001104659-26-041506 | Verastem, Inc.'s most recent proxy was read; its disclosed peer group does not include Lineage Cell Therapeutics. Filing ↗ |
| 37 | Section 10a, Adverum Biotechnologies, Inc. reciprocity | DEF 14A | — | 0001140361-25-016005 | Adverum Biotechnologies, Inc. names Lineage Cell Therapeutics in its own disclosed peer group (read from its most recent proxy). Filing ↗ |
| 38 | Section 10a, Chimerix Inc reciprocity | DEF 14A | — | 0001117480-24-000010 | Chimerix Inc's most recent proxy was read; its disclosed peer group does not include Lineage Cell Therapeutics. Filing ↗ |
| 39 | Section 10a, Agenus Inc. reciprocity | DEF 14A | — | 0001193125-26-197536 | Agenus Inc.'s most recent proxy was read; its disclosed peer group does not include Lineage Cell Therapeutics. Filing ↗ |
| 40 | Section 10a, Allogene Therapeutics, Inc. reciprocity | DEF 14A | — | 0001628280-26-028948 | Allogene Therapeutics, Inc.'s most recent proxy was read; its disclosed peer group does not include Lineage Cell Therapeutics. Filing ↗ |
| 41 | Section 10a, Cartesian Therapeutics, Inc. reciprocity | DEF 14A | — | 0001453687-26-000072 | Cartesian Therapeutics, Inc. names Lineage Cell Therapeutics in its own disclosed peer group (read from its most recent proxy). Filing ↗ |
| 42 | Section 10a, AnaptysBio, Inc. reciprocity | DEF 14A | — | 0001193125-26-288408 | AnaptysBio, Inc.'s most recent proxy was read; its disclosed peer group does not include Lineage Cell Therapeutics. Filing ↗ |
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