ALERIS CORPORATION (NYSE:ARS) 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 Departure of Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
ALERIS CORPORATION (NYSE:ARS) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Resignation of Director
On January 28, 2020, Emily Stephens, a member of the Board of Directors (the “Board”) of Aleris Corporation (the “Company”), resigned from her position on the Board. Ms. Stephens’s decision to resign from her position on the Board did not involve any disagreement with the Company, Company management, or the Board.
Appointment of Director
On January 28, 2020, Mr. Robert LaRoche was appointed to serve as a member of the Board. Mr. LaRoche was designated by the investment funds managed by Oaktree Capital Management, L.P. (“Oaktree”) and their subsidiaries that are invested in the Company (collectively, the “Oaktree Funds”), to serve as a director and fill the vacancy left by Ms. Stephens’s resignation. Under a stockholders agreement among the Company and its stockholders, the Oaktree Funds have the right to designate certain directors to the Company’s board of directors. Ms. Stephens had been designated as a director by the Oaktree Funds.
Mr. LaRoche serves as a Vice President in the Distressed Debt group of Oaktree. Prior to joining Oaktree in 2014, Mr. LaRoche was an investment banking analyst at Moelis & Company from 2012-2014. He received his B.S. degree in mechanical engineering from Cornell University.
Mr. LaRoche will receive compensation for his services on the same basis as other directors and consistent with the Company’s current policies for compensation of directors, consisting of an annual retainer payable in equal installments at the end of each calendar quarter with respect to service on the Board.
For each of the directors designated by the Oaktree Funds, all cash and non-cash compensation, if any, paid to the Oaktree directors with respect to their service as one of the Company’s directors is turned over to an Oaktree affiliate to an agreement between Oaktree and the Oaktree director as part of his or her employment with Oaktree.