A. SCHULMAN, INC. (NASDAQ:SHLM) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
ITEM 5.02
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Departure of Directors or Principal Officers; Election of
Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers. |
time to the Board of Directors of A. Schulman, Inc. (the Company)
to serve a term expiring at the 2017 Annual Meeting of
Stockholders or upon her successor being elected and qualified. A
copy of the press release announcing the appointment of Dr.
Oswald is attached hereto as Exhibit 99.1 and incorporated by
reference herein.
Chief Human Resources Officer for Henry Ford Health System, one
of the nations leading health care providers, a position she has
held since 2007. Since 2008, Ms. Oswald has served as a director
and as Chief Administrative Officer for H2O Energy, Ltd., a
conservation and renewable energy company. Ms. Oswald also serves
as a director and a member of the executive committee for the
Great Lakes Center for the Arts, a nonprofit organization focused
on the performing arts, a position she has held since 2016. In
addition, Ms. Oswald serves on the executive committee and as
co-chair of the nominating committee for Inforum, a nonprofit
professional organization focused on creating strategic
connections and accelerating careers for women, roles she has
served since 2016. Since 2014, Ms. Oswald has served on the
executive committee for the American Society of Employers, a
nonprofit employer association serving human resource business
communities.
serve on the Compensation Committee and Nominating and Corporate
Governance Committee of the Companys Board of Directors.
Stockholders (the Annual Meeting) for the purposes of: (i)
electing eight directors for a term expiring at the 2017 Annual
Meeting of Stockholders; (ii) ratifying the appointment of
PricewaterhouseCoopers LLP as the Companys independent registered
public accounting firm for the fiscal year ending August 31,
2017; and (iii) approving, on an advisory basis, the compensation
of the Companys named executive officers as disclosed in its
proxy statement. As of the close of business on October 14, 2016,
the record date for the Annual Meeting, there were 29,441,860
shares of common stock, $1.00, par value, outstanding and
entitled to vote. At the Annual Meeting, 28,008,978, or
approximately 95.13%, of the outstanding shares of common stock
entitled to vote, were represented in person or by proxy. All
director nominees were elected, and all proposals were approved
by the stockholders. The proposal to approve on an advisory basis
the compensation of the Companys named executive officers was
approved by 96.77% of shares voted at the Annual Meeting
(excluding broker non-votes). The detailed results of the voting
at the Annual Meeting as announced by the Company are as follows:
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1.
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Election of eight directors:
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Name
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Votes For
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Votes
Against
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Abstentions
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Broker
Non-Votes
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Eugene R. Allspach
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25,101,745
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611,982
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8,995
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2,286,256
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Gregory T. Barmore
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24,987,966
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725,902
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8,854
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2,286,256
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David G. Birney
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24,987,910
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724,870
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9,942
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2,286,256
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Joseph M. Gingo
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22,966,004
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2,746,666
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10,052
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2,286,256
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Lee D. Meyer
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24,992,474
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722,278
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7,970
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2,286,256
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James A. Mitarotonda
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24,593,770
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1,120,003
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8,949
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2,286,256
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Ernest J. Novak, Jr.
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24,848,306
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866,588
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7,828
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2,286,256
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Kathleen M. Oswald
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25,516,360
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196,000
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10,362
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2,286,256
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2.
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Ratification of the appointment of PricewaterhouseCoopers
LLP as the Companys independent registered public accounting firm for the fiscal year ending August 31, 2016: |
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Votes For
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Votes Against
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Abstentions
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Broker Non-Votes
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27,048,274
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196,000
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10,362
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3.
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Approval, on an advisory basis, of the compensation of the
Companys named executive officers: |
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Votes For
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Votes Against
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Abstentions
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Broker Non-Votes
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24,891,962
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750,400
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80,360
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2,286,256
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(d)
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Exhibits.
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Exhibit Number
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Description
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99.1
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Press Release, dated December 12, 2016.
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About A. SCHULMAN, INC. (NASDAQ:SHLM)
A. Schulman, Inc. is an international supplier of plastic formulations, resins and services, and provides solutions to its customers’ requirements through custom-formulated products. The Company’s customers span a range of markets, such as packaging, mobility, building and construction, electronics and electrical, agriculture, personal care and hygiene, custom services, and sports, home and leisure. The Company’s segments include Europe, Middle East and Africa (EMEA), the United States and Canada (USCAN), Latin America (LATAM), Asia Pacific (APAC) and Engineered Composites (EC). As of August 31, 2016, the Company operated in six product families, including custom performance colors (CPC), engineered composites, Masterbatch solutions, engineered plastics, specialty powders and distribution services. The CPC product family offers powdered, pelletized and liquid color concentrates that are custom-designed for thermoplastic resins. A. SCHULMAN, INC. (NASDAQ:SHLM) Recent Trading Information
A. SCHULMAN, INC. (NASDAQ:SHLM) closed its last trading session down -0.95 at 35.35 with 207,888 shares trading hands.
