OLIN CORPORATION (NYSE:OLN) 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 Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(e)
On January 24, 2019, the Compensation Committee of the Board of Directors of Olin Corporation (Registrant) approved amendments to the existing 2000, 2003, 2006, 2009, 2014, 2016 and 2018 Long Term Incentive Plans (the Olin LTIPs), such amendments to be effective January 27, 2019. The amendments conform certain defined terms in the Olin LTIPs to the provisions of the Olin Corporation Change in Control Severance Plan (CIC Plan) for Section 16(b) Officers and Olin Corporation Severance Plan for Section 16(b) Officers adopted at the Committee’s December 12, 2018 meeting and effective as of January 27, 2019. The Olin LTIPs authorize the Compensation Committee of the Board of Directors of Registrant to grant to officers and other key employees stock options and other equity compensation as more fully described and summarized in Registrant’s Proxy Statement.
In general, the amendments to the Olin LTIPs:
|
Limit the change in control qualifying terminations to the two-year period following a change in control. |
|
Eliminate the “anticipatory termination” trigger of the change in control qualifying termination definition. |
•Conform the good reason definition to that in the CIC Plan.
The foregoing summary does not purport to be complete and is qualified in its entirety by reference to the text of the Olin LTIPs, copies of which are filed as Exhibits 10.1, 10.2, 10.3, 10.4, 10.5, 10.6 and 10.7 and are incorporated by reference into this Item 5.02.
|
Item 5.03 |
Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. |
The Board of Directors of Registrant approved an amendment to Article II, Section1 of Registrant’s Bylaws to decrease the size of the Board from twelve to eleven directors, effective January 25, 2019.
A copy of Registrant’s amended Bylaws is filed as Exhibit 3.1 and is incorporated by reference into this Item 5.03.
|
Item 9.01 |
Financial Statements and Exhibits. |
OLIN CORP Exhibit
EX-3.1 2 ex31bylawseffective012519.htm EXHIBIT 3.1 BYLAWS EFF 012519 Exhibit Exhibit 3.1________________________BYLAWSOFOLIN CORPORATIONAs AmendedEffectiveJanuary 25,…
To view the full exhibit click here
About OLIN CORPORATION (NYSE:OLN)
Olin Corporation is a manufacturer and distributor of chemical products, and ammunition. The Company operates through three segments: Chlor Alkali Products and Vinyls, Epoxy and Winchester. The Chlor Alkali Products and Vinyls segment manufactures and sells chlorine and caustic soda, ethylene dichloride and vinyl chloride monomer, methyl chloride, methylene chloride, chloroform, carbon tetrachloride, perchloroethylene, trichloroethylene and vinylidene chloride, hydrogen, bleach products and potassium hydroxide. The Epoxy segment produces and sells a range of epoxy materials, including allyl chloride, epichlorohydrin, liquid epoxy resins and downstream products, such as converted epoxy resins and additives. The Epoxy segment serves an array of applications, including wind energy, electrical laminates and consumer goods. The Winchester segment produces and sells sporting ammunition, reloading components, small caliber military ammunition and components, and industrial cartridges.
