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November 5, 2019 Via Electronic Mail Members of Reliabilityfirst Corporation NOTICE: ANNUAL MEETING of MEMBERS to BE HELD NOVEMB

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November 5, 2019 Via Electronic Mail Members of Reliabilityfirst Corporation NOTICE: ANNUAL MEETING of MEMBERS to BE HELD NOVEMB Robert V. Eckenrod Vice President, General Counsel & Corporate Secretary 3 Summit Park Drive, Suite 600 Cleveland, OH 44131 Direct Dial: (216) 503-0683 [email protected] November 5, 2019 Via Electronic Mail Members of ReliabilityFirst Corporation NOTICE: ANNUAL MEETING OF MEMBERS TO BE HELD NOVEMBER 21, 2019 To the Members of ReliabilityFirst Corporation: NOTICE IS HEREBY GIVEN that the Annual Meeting of Members of ReliabilityFirst Corporation (Annual Meeting) will be held at The St. Regis Washington, DC, 923 16th and K Streets, N.W., Washington, DC 20006, at 9:00 a.m. Eastern Time, on November 21, 2019. The purpose of the Annual Meeting is to elect At-Large and Independent Directors to hold office for the terms provided in the Bylaws or until their successors are elected and qualified. Information regarding voting and the nominees is set forth below. The Board of Directors has fixed the close of business on October 18, 2019 as the record date for determining the Regular Members entitled to notice of and to vote at the Annual Meeting. Proxies will be solicited and may be delivered to the Corporation by electronic transmission in accordance with ReliabilityFirst’s Bylaws, as more fully described herein. To be counted, all proxies must be received by ReliabilityFirst by the time of the Annual Meeting on November 21, 2019. IF YOU DO NOT EXPECT TO ATTEND THE ANNUAL MEETING, YOU ARE URGED TO RETURN THE ENCLOSED PROXY AS PROMPTLY AS POSSIBLE TO ENSURE YOUR REPRESENTATION AND THE PRESENCE OF A QUORUM AT THE ANNUAL MEETING. MEMBERS MAY VOTE BY MARKING, SIGNING, DATING AND RETURNING THE PROXY. IF YOU SEND IN YOUR PROXY AND THEN DECIDE TO ATTEND THE ANNUAL MEETING TO VOTE IN PERSON, YOU MAY STILL DO SO. YOUR PROXY IS REVOCABLE IN ACCORDANCE WITH THE PROCEDURES SET FORTH IN THIS NOTICE. I. GENERAL VOTING INFORMATION This notice is furnished to the Members of ReliabilityFirst Corporation in connection with the 2019 Annual Meeting to be held on November 21, 2019, at the time and location previously indicated. Voting Procedures Each Regular Member of ReliabilityFirst as of October 18, 2019 is entitled to one vote on the matters brought before the Annual Meeting. To be counted, all votes must be received by ReliabilityFirst no later than the time of the Annual Meeting. Voting will be conducted by proxies and written ballots submitted during the Annual Meeting. Proxies and written ballots may be submitted by electronic transmission. Regular Members entitled to vote and not planning on attending the Annual Meeting must fill out the proxy provided with this notice and return it by email or by facsimile to ReliabilityFirst by the time of the Annual Meeting. A quorum for the Annual Meeting is the presence in person or by proxy of a majority of the Regular Members entitled to vote in each Industry Sector. There must be a quorum present from each Industry Sector to conduct business at the Annual Meeting. All voting at the Annual Meeting will be conducted by written ballot. The business to be transacted at the Annual Meeting shall be acted upon by the Industry Sectors voting together as a single class. The vote of each Industry Sector is split into an affirmative component based on votes for the matter(s) presented, and a negative component based on votes against the matter(s) presented, in direct proportion to the votes cast within the Industry Sector for and against the matter presented, rounded to two decimal places. The majority vote of the Industry Sectors together is the act of the members. Under the General Corporation Law of the State of Delaware, an abstaining vote is counted as present and is, therefore, included for purposes of determining whether a quorum is present at the Annual Meeting. Abstentions are not counted for purposes of the election of directors. Proxies Proxies that are received, properly marked, dated, executed and not revoked will be voted at the Annual Meeting. Any proxy given may be revoked by the person giving it at any time before it is exercised by delivering to ReliabilityFirst (to the attention of its Corporate Secretary) a notice of revocation in writing or by electronic transmission or a duly executed proxy bearing a later date, or by attending the Annual Meeting and voting in person. II. ELECTION OF DIRECTORS Composition of the Board A total of 14 directors serve on ReliabilityFirst’s Board of Directors. Eight directors are elected directly by the separate Industry Sectors. The number of directors elected by each Industry Sector is as follows: Industry Sectors No. of Directors Suppliers 2 Transmission Companies 2 RTOs 1 Small Load Serving Entities 1 Medium Load Serving Entities 1 Large Load Serving Entities 1 There are also three At-Large Directors and three Independent Directors on the Board, who are nominated by the Nominating & Governance Committee of the Board of Directors and elected at the Annual Meeting by all of the Industry Sectors voting together as a single class. Independent Directors must be independent from ReliabilityFirst and any Member. No two directors may be employees of a single Member or any Affiliate or Related Party of a Member or any Affiliate. There are no alternates or proxies for directors. The directors have been divided into three classes. The number of directors in each class is as nearly equal as possible. At each Annual Meeting of Members, directors are chosen for a three year term to succeed those whose term expires. No two At-Large Directors and no two directors of the same Industry Sector are in the same class. The terms of each of the directors currently serving on the Board is as follows: Industry Terms Expiring by Year Sectors 2019 2020 2021 2022 Suppliers Lisa Barton Lou Oberski Transmission Lynnae Wilson Robert Mattiuz RTOs Jennifer Curran Small LSEs Susan Sosbe Medium LSEs Matthew Paul Benjamin Felton1 Large LSEs Jennifer Sterling2 At-Large Kenneth Capps Scott Etnoyer Simon Whitelocke Independent Brenton Greene Patrick Cass Larry Irving 1 Benjamin Felton was elected by the Medium LSE Sector for a three-year term commencing at the conclusion of the 2019 Annual Meeting and expiring in 2022. 2 Jennifer Sterling was re-elected by the Large LSE Sector for a three-year term commencing at the conclusion of the 2019 Annual Meeting and expiring in 2022. Nominees for At-Large, and Independent The persons named below have been nominated for At-Large Director and Independent Director by the Nominating & Governance Committee. The nominees presented will be voted upon by all of the Industry Sectors voting together as a single class at the 2019 Annual Meeting. The nominee for the At-Large Director is: Joe Trentacosta The nominee for the Independent Director is: Brenton Greene Biographical information for each of the nominees, as well as for each of the current directors whose terms continue past the 2019 Annual Meeting of Members, is attached. For further information, please do not hesitate to contact me. Very truly yours, RELIABILITYFIRST CORPORATION /s/ Robert Eckenrod Robert Eckenrod Vice President, General Counsel & Corporate Secretary BIOGRAPHICAL INFORMATION FOR NOMINEES AT-LARGE DIRECTOR NOMINEE JOE TRENTACOSTA Joe Trentacosta is Senior Vice President and Chief Information Officer (CIO) for Southern Maryland Electric Cooperative (SMECO). He directs SMECO's Customer and Enterprise Services Department consisting of the Information Technology (IT), Customer Service, Security, and Safety divisions. This includes managing the development and maintenance of the IT infrastructure and all IT business systems, implementing IT support strategies, and negotiating technology support and maintenance contracts. Mr. Trentacosta is also responsible for the overall development and maintenance of the SMECO’s security/compliance and safety programs, managing the operation of SMECO’s 24/7 customer care center, and directing the corporate credit and collections function. Mr. Trentacosta serves on the IT Program Advisory Council for both the College of Southern Maryland (CSM) and St. Mary’s County Public Schools. Most recently, he served as Board President for the Center for Children. He has also served on the Marcey House Advisory Board, the St. Mary’s County Human Services Council, the Father Andrew White School Advisory Board (Chairman), and the Calvert Career Center Local Advisory Council. Mr. Trentacosta holds an MBA in Finance from New York University, a BS in Information Systems from Fordham University and is a graduate of the Leadership Maryland Class of 2011. INDEPENDENT DIRECTOR NOMINEE BRENTON GREENE Independent Member – Term Expires 2019 Brenton Greene is the former President & CEO of Applied Communication Services (formerly Telcordia Advanced Technology Solutions). Mr. Greene joined Telcordia Technologies in 2010 as President, Advanced Technology Solutions, responsible for the company's Applied Research, Government and Public Sector, and Cybersecurity groups. The Applied Research group has a team of over 220 distinguished researchers focused on many aspects of Internet, wireless, broadband and information networking, and software technologies. They are renowned for developing such groundbreaking technologies as ADSL, AIN, ATM, ISDN, Frame Relay, PCS, SMDS, SONET, video-on-demand, and Internet Telephony. The Government and Public Sector group focuses on information assurance and business process outsourcing as well as planning and implementing systems engineering solutions for Federal, State and Local governments. As national security concerns continue to intensify, the Cybersecurity group addresses critical issues surrounding the vulnerability and survivability of the nation's networks and critical infrastructure. Mr. Greene previously served in executive positions at Northrop Grumman Information Systems (NGIS) and Lucent Technologies and Bell Labs Innovations. From 2001-2004, he led the National Communications System (DHS/NCS) as its Director, responsible for national security and emergency preparedness communications for the White House, and managing the President’s National Security Telecommunications Advisory Council (NSTAC).
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