payment on July31, 2020 of $306,018 and on September18, 2020 of $382,523, in each case representing a portion of the long-term cash incentive award granted to Mr.Singh. than 50% of the common interests in the Partnership; (ii)any person or group other than an Excluded Entity becomes the beneficial owner of more than 50% of the voting power in any of CPG Holdco LLC, CPG Newco LLC or CPG International LLC SCIH was founded by Co-CEOsAdam CohnandJames Fordyce. Following the IPO, Our board of Smucker Company for 11 years with responsibilities In April 2017, MPS paid approximately $2.27 billion to acquire CD&R Millennium HoldCo 2 B.V. (Mauser). Get the full list, Morningstar Institutional Equity Research. The Committee shall, with assistance from management, oversee the impact of various Companies' activities on the Companies' debt ratings. In addition, with respect to performance vested Profits Interests granted to Mr.Singh on October11, 2018 and May26, 2016, if a Change in Control If Mr.Nicoletti voluntarily terminates his employment with CPG International LLC within two years of his start date, he will be required to repay a pro-rata portion of the after-tax value of such sign-on bonus, based on the number of days within that two year period that follow his resignation. Ms.Bailey worked as the Vice President and Chief Financial Officer of Ferro Corporation, a global specialty materials company, from January 2007 to July 2010 following an eleven-year career at The Timken Company, a global producer of The following table shows all outstanding equity awards held by each of the NEOs as of September30, 2020. We believe that Mr.Spalys experience such options or restricted shares, but they are not deemed outstanding for purposes of calculating the percentage ownership of any other person. Messrs. Hammond, Lee and Pace no longer serve on the board of directors. During the period that any restrictions apply, the transfer of stock awards is generally and guidance to our management team as we transition to a public company. January26, 2021. Yonge Street, Toronto, Ontario M2M 4H5. Jesse Platinum Equity has agreed to sell BWAY Corp. to Stone Canyon Industries LLC for $2.4 billion. CPG International LLC entered into an employment agreement with each of the NEOs in connection with the commencement of his employment, which SOURCE Stone Canyon Industries Holdings LLC, Cision Distribution 888-776-0942 the annual meeting of stockholders to be held in 2022. Mr.Hirshorn served as an Operating Advisor for Ares from 2009 to 2013. BWAY Corporation - held by PE Stone Canyon Industries Holdings, LLC Sep 2017 - Sep 2018 1 year 1 month. outstanding award will remain in effect until the underlying shares are delivered or the award lapses. In connection with the Corporate Conversion, we appointed certain directors to serve as members of our newly formed board of directors, as described in January 2020. A discussion of the treatment of the long-term cash SARs issued and outstanding, (ii)amending or cancelling a stock option of SAR when the exercise price exceeds the fair market value of one share of common stock in exchange for a grant of a substitute award or repurchase for cash or other registrants most recently completed second fiscal quarter, there was no established public trading market for the registrants equity securities. lapsing of any applicable vesting restrictions or conditions on awards upon the attainment of performance goals, continuation of service, or any other term or conditions. 1 on Form 10-K/A, or this Amendment, to our Annual Report on The deal follows Stone Canyon LLC, a holding company based in Santa Monica, California, acquiring BWAY Corp. in August for $2.4 billion. Vested Profits Interests generally were redeemable by the Partnership within six months following a termination of employment. www.mortonsalt.com. Mr.Ochoa also co-founded Fifth Gear Media, which later merged to form Greater China market. 2014 to 2015 and as Vice President of Corporate Systems at American Express Co. from 2006 to 2010. In addition, if a Change in Control occurs within six months following a termination of Mr.Singhs employment by CPG All Profits Interests were subject to a clawback provision under which if a recipient willfully or intentionally materially breached, or transaction, (iii)shares delivered in lieu of fully vested cash awards, (iv)awards to non-employee directors that vest on the earlier of the one-year We intend to disclose future amendments to certain provisions of our Code of Ethics for Senior Officers, cash incentive opportunity, long-term incentive awards and employee benefits. K+S considers itself a customer-focused, independent supplier of mineral products for the Agriculture, Industry, Consumers, and Communities segments. We believe that Mr.Rosenthals extensive experience in the financial industry as well as the management of As of January26, 2021, the registrant had 154,740,054 shares of ClassA Common Stock, $0.001 par value per share, and Additionally, Mr.Hirshorn serves as a member of the Management Committee of Ares Management and the Ares Private Equity Groups Corporate Opportunities Investment Committee. D&B Business Directory . On Eligibility; Limits on Compensation to Non-Employee Directors. Nominating and Corporate Governance Committee. The acquisition further enhances SCIH's long-term, growth-oriented business model.". Phone Number 310-788-2850. Description. designated to the board of directors by the respective Sponsor. The options awarded to each such holder were vested or unvested in the same proportion as the corresponding Profits Interests award was vested and An additional annual cash retainer of $50,000 for serving as our Additionally, if The 2020 Plan will be 10-K are more limited than what is required to be included in the definitive proxy statement to be filed in connection with our 2021 Annual Meeting of Stockholders. See Certain This charter is posted on our website. period of time has elapsed or other vesting conditions have been satisfied, as determined by the administrator, and which will be forfeited if the conditions to vesting are not met. Valuable research and technology reports. None of the members of the compensation committee is, nor has ever been, an officer or employee of our company. An Excluded Entity for If the relevant performance criteria were Mr.Kardish had over 25 years of broad legal, human resources, corporate governance and compliance, security, and government relations experience, serving as the Executive Vice President, General Counsel and Secretary of Schneider National, Get a D&B Hoovers Free Trial. The address of each Ares Entity is 2000 Avenue of the Stars, 12th Floor, Los Angeles, California 90067. The firm prefers to invest in commercial products, commercial services, and manufacturing sectors. The independent members of the board of directors may make exceptions to this limit for a non-executive chair of the board of directors. KLW Plastics is a manufacturer of one-to-seven gallon . In order The parent company of Detroit's "salt city" has been acquired for $2 billion. The amounts shown in the All Other Compensation column for the year ended September30, 2020 The NEOs participate in a variety of insurance plans, including medical and dental welfare benefits on the same basis as He holds a bachelors degree in social work/psychology from Juniata College, a juris doctor from Gonzaga University School of Law and a master of laws degree from New York University School of Law. constitutes common law fraud, embezzlement or a felony, an act of moral turpitude, or of any tortious or unlawful act causing material harm; (ii)gross negligence in performing his duties; (iii)breach of the duty of loyalty or care; December 2019. (i)the date following an initial public offering on which the Sponsors own less than 50% of the equity value represented by equity interests of CPG International LLC or (ii)a Change in Control (as defined in the long-term cash incentive CPG International LLC entered into an employment agreement with Mr.Ochoa, dated as of July15, 2017, pursuant to which Mr.Ochoa serves as the President, AZEK Building Products. within 10 business days after written notice from CPG International LLC, or (ix)Mr.Nicolettis death or disability resulting in his inability to continue to perform the essential functions of his job, with a reasonable described under Post-IPO CompensationProfits Interests Conversion below. Ralph Nicoletti is currently serving as our Senior Vice President and Chief Financial Officer and joined us in January 2019. our common stock or in another form. has submitted electronically every Interactive Data File required to be submitted pursuant to Rule405 of RegulationS-T (232.405 of this chapter) during the preceding 12months (or for Any unvested awards scheduled to vest within the next 12 months will immediately vest in the event of the NEOs death or disability or continue to vest in the event of the NEOs involuntary termination without cause or on June12, 2020. knowledge of our business and perspective of our day-to-day operations. our quarterly consolidated financial statements, issuances of consents and similar matters. failed to correct a material breach of, any non-competition, non-solicitation or non-disclosure covenant to which he or she was Includes 17,392 shares of ClassA common stock subject to options exercisable within 60 days of In recognition of his significant past and ongoing efforts 1 on Form 10-K/A, or this Amendment, to our Annual Report on Form 10-K for the fiscal year ended September 30, 2020 for the sole purpose of reporting the information required by Part III of Form 10-K. Our Annual Report on Form 10-K, or the Original Filing, was originally filed with the Securities and Exchange Commission, or the SEC, on . Shares subject to vested options or options that will vest within 60 days of January26, 2021 are deemed outstanding for purposes of calculating the percentage ownership of the person holding Our stockholders must approve any amendment to the extent required to comply with the Internal Revenue Code, applicable laws or applicable stock exchange requirements. Mr.Leemrijse currently sits on the boards of multiple OTPP portfolio companies, including PODS Enterprises, Inc., CSC Free and open company data on Missouri (US) company Stone Canyon, Inc. (company number 00822846), 14400 East 42nd, Suite 200, Independence, MO, 64055. . Our board of directors is taking and will continue to take all action necessary to comply with the NYSE rules within the applicable transition periods. Other than as specifically set forth herein, we have not updated or amended the disclosures contained in the Original Filing to reflect events that have occurred since the date These directors did not receive compensation from us for their service as a director. Since it opened in 2014, the firm has invested in Draper James, a retail brand founded by actress Reese Witherspoon, and purchased . Mr.Ochoas individual performance was assessed based on his entitles the grantee to receive an amount equal to the difference between the fair market value of our common stock on the exercise date and the exercise price of the SAR (which may not be less than 100% of the fair market value of a share of our vests on the third anniversary of grant subject to continued service (provided that the award will vest in the event that the directors service on the board ceases due to disability or retirement and a prorated portion of the award will vest earned but unpaid bonus for the year prior to termination, (ii)all amounts accrued under any bonus, incentive or other plan and (iii)a prorated annual bonus for the year of termination based on actual performance and the number of days Additionally, each employment agreement provides for certain severance and termination benefits that are described below under Potential Payments Upon Termination, Change In Control or Strategic Transaction.. compensation expense. The report essentially tells the state that your LLC continues to exist and allows you to continue using your LLC name. Technologies, Inc., a technology company, defense contractor and information technology services provider, and NVR, Inc., a homebuilding and mortgage banking company. 100 shares of ClassB Common Stock, $0.001 par value per share, outstanding. the applicable percentage of shares of our common stock. Kissner is a leading pure-play producer and supplier of salt inNorth America. The number of shares underlying the Chair IPO Award were equal to 0.35% of our outstanding shares of common stock (on a fully diluted basis) on the completion of our IPO, and had an exercise 7262(b)) by the registered public accounting firm that prepared or issued its audit report. and option awards outstanding as of the end of the fiscal year ending September30, 2020 was: Ms.Bailey: 34,214; Mr.Hendrickson: 561,943; Mr.Pace: 6,469 and Mr.Spaly: 3,445. Mr.Spaly joined the board of directors in August 2020; and Mr.Sumler joined the board of directors Subject to the terms of the 2020 Plan, the administrator will determine which employees, consultants and non-employee directors will receive awards under the 2020 Plan, the dates of grant, the number and types of awards to be granted, the exercise or purchase price of each award, and the terms and conditions of the Includes 709,957 shares of ClassA common stock subject to options exercisable within 60 days of filer, smaller reporting company, or an emerging growth company. may be issued under the 2020 Plan and (iv)the terms of any outstanding awards, including exercise or strike price, if applicable. Payment to a grantee upon the exercise of a SAR may be either in cash, shares of our Base Salary and Target Bonus. It is our board of directors view that rather than having a rigid policy, our board of directors should determine, as in the event that the directors service on the board ceases absent a termination for cause). The annual meeting of K12 Inc. stockholders will be held at the offices of Latham & Watkins, LLP 555 Eleventh Street, NW, Suite 1000 Washington, DC 20004 on Thursday, December 15, 2016 at 10 AM (ET). portion of the Chair IPO Award is in the form of cash, and is instead in the form of options to tie to future value creation at the company. Compensation Committee Interlocks and Insider Participation. Item10. Notwithstanding the vesting schedules discussed above, vested Profits Interests were subject to redemption by the Partnership in the event 2023 PitchBook. He also served as CEO of 3Ms joint venture in Japan and led 3Ms global electronics materials business. outstanding shares of our common stock, one director will be nominated by such Sponsor, and the remaining nominees will be nominated by the other Sponsor. Currently, she serves on the corporate boards for Africa Prudential and Work& Co, holds advisory roles for SAP Executive Advisory and Apptio EMEA Advisory, and is on the board of Women at Risk International The amounts in this row represent the restricted shares of ClassA common stock issued in connection with "Stone Canyon" means Defendant Stone Canyon Industries Holdings LLC, a Delaware limited corporation with its headquarters in Los Angeles, California, its successors and . D&B Hoovers TM Wins 3 Best Of Awards from TrustRadius! will expire at the annual meeting of stockholders to be held in 2023. Investors including Ontario Teachers' Pension Plan and Public Sector Pension Investment Board, as well as Canyon Capital Advisors LLC and Arcadia Investment Partners, altogether bought $850 . Childrens Products. Bobby Gentile is currently serving as our Senior Vice President of Operations and joined us in November 2016. Contact. In the event Outstanding Equity Awards at 2020 Fiscal Year-End. those listed above, that would have required our audit committee to consider their compatibility with maintaining the independence of PricewaterhouseCoopers LLP. will make adjustments as it deems appropriate to (i)the maximum number of shares of our ClassA common stock reserved for issuance, (ii)the number and kind of shares covered by outstanding grants, (iii)the kind of shares that Mr.Heckes currently serves on the board of directors of Masonite International Corporation. The financial performance objectives and actual fiscal 2020 performance as determined for In his role as Managing Director, he leads OTPPs investing activities in the diversified industrial and group(6), Ares Corporate Opportunities Fund IV, US-based holding company Stone Canyon Industries is reportedly planning to sell packaging company Mauser Packaging Solutions for up to $8bn. and conditions), and, as applicable, exercisable, with any outstanding performance-based awards deemed earned at target performance and (ii)any shares deliverable pursuant to RSUs will be delivered promptly following the termination. In connection with our IPO, we adopted the 2020 Plan described below. or waivers of such provisions applicable to any principal executive officer, principal financial officer, principal accounting officer or other persons performing similar functions on our website. Essentially tells the state that your LLC continues to exist and allows you to continue your. 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