US ECOLOGY, INC. (NASDAQ:ECOL) 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

On November 17, 2016, US Ecology, Inc. (the Company)
approved a Management Incentive Plan and related target
percentages, and certain equity awards for each of the Named
Executive Officers. On the same day, Simon G. Bell was promoted
from Executive Vice President of Operations to Executive Vice
President and Chief Operating Officer. Mr. Bell joined the
Company in 2001 as Environmental Manager at its Grand View, Idaho
facility and later served as the Idaho facility’s General
Manager prior to being appointed Vice President of Operations in
2005 and Executive Vice President of Operations in 2014. Mr.
Bells base salary was increased from $316,500 to $340,000 to
reflect his added responsibilities. All other terms of Mr. Bells
Executive Employment Agreement, as described in the Companys 2015
Annual Report on Form 10-K, shall continue without amendment.

2017 Management Incentive Plan

The Company approved the 2017 Management Incentive Plan (2017
MIP) under which each Named Executive Officer (each a
Participant) shall be eligible to receive a cash incentive
payment for fiscal year 2017 (Plan Year) based upon the
achievement of four independent objectives: (1) financial; (2)
individual performance; (3) health and safety; and (4) compliance
(each a Plan Objective). The payout available for
achievement of 100% of each Plan Objective is a percentage of a
Participants annual base salary (Target Incentive). The
Target Incentive is 100% of base salary for Mr. Feeler and 70% of
base salary for each of Messrs. Welling, Bell and Gerratt. The
amount available for achievement of a Plan Objective is weighted
as a percentage of a Participants Target Incentive and may be
earned even if the threshold performance is not met for another
Plan Objective.

The portion of a Participants Target Incentive based
onfinancialperformance (Finance Target Incentive)
increases with every percentage point over 79% of the Companys
Board approved consolidated operating income target (Base MIP
Target) and is weighted at 50% of a Participants Target
Incentive. No Finance Target Incentive will be awarded if 79% of
the Base MIP Target is not achieved. For every percentage point
achievement over 79% of the Base MIP Target, up to and including
89%, a Participant shall earn 2.33% of the Finance Target
Incentive. For every percentage point achievement over 89% of the
Base MIP Target, up to and including 100%, a Participant shall
earn 6.98% of the Finance Target Incentive. Upon 100% achievement
of the Base MIP Target, 100% of the Finance Target Incentive
shall be available to a Participant. In the event the Company
exceeds the Base MIP Target, the Participants shall be eligible
for an additional incentive payment in an amount calculated by
multiplying their respective salaries by an additional 4.5% for
every 1% increase over the Base MIP Target and multiplying the
resulting product by 50%. The additional incentive payment based
on exceeding the Base MIP Target is capped at one times the
Participants Target Incentive for an aggregate potential
incentive payment of two times the Participants Target Incentive.

Up to 30% of a Participants Target Incentive shall be awarded, at
the sole discretion of the Compensation Committee of the Board
(Administrator), based on the Participants individual
performance, including team work, achievement of established
annual priorities, effective use of Company resources and other
evaluative factors as determined by the Administrator.

Metrics for thehealth and safetyobjective are weighted
cumulatively at 10% of a Participants Target Incentive. The
Company-wide metrics, as set and approved by the Compensation
Committee, include Total Recordable Incident Rate (2%), Days Away
Restricted Time (3%) and Lost Time Incident (5%).

The metric for thecomplianceobjective is the avoidance
of Notices of Violation or Enforcement with monetary penalties
during the Plan Year and is weighted at 10% of a Participants
Target Incentive. The Target Incentive related to compliance
shall be earned based on a determination by the Administrator,
taking into consideration, among other things, the dollar amount
of a monetary penalty paid (or accrued under generally accepted
accounting principles) in the Plan Year, severity of the Notices
of Violation or Enforcement, regulatory basis for penalty and
respective fact patterns.

2017 Equity Awards

The Company approved the award of stock options and restricted
stock to the Named Executive Officers with a grant date of
January 2, 2017. The value of the shares underlying each award of
options and restricted stock shall be equal to the amounts set
forth in the table below as of the grant date. Options will vest
in equal annual installments over three years and restricted
shares will cliff vest upon the third anniversary of the grant
date. The exercise price for each option shall be the closing
market price of the Companys common stock on January 2, 2017 and
each option shall have a ten-year term.

The Company also approved the award of Performance Stock Units,
with each Named Executive Officer eligible to receive 0% to 200%
of the target number of PSUs granted (Target PSUs), based
on the Companys Total Stockholder Return (TSR) relative to
the TSR of the SP 600 (50% of Target PSUs) and the TSR of certain
companies in the environmental and facilities services industry
(50% of Target PSUs) over the three-year performance period
beginning January 1, 2017. The value of the shares underlying the
Target PSUs shall be equal to the amounts set forth in the table
below as of the grant date.

About US ECOLOGY, INC. (NASDAQ:ECOL)

US Ecology, Inc. is a provider of environmental services to commercial and government entities. The Company offers treatment, disposal and recycling of hazardous, non-hazardous and radioactive waste, as well as a range of field and industrial services. The Company operates in two business segments: Environmental Services, and Field & Industrial Services. Its Environmental Services segment provides a range of hazardous material management services, including transportation, recycling, treatment and disposal of hazardous and non-hazardous waste at Company-owned landfill, wastewater and other treatment facilities. The Company’s Field & Industrial Services segment provides packaging and collection of hazardous waste and total waste management solutions at customer sites and through its transfer facilities. Its services include on-site management, waste characterization, transportation and disposal of non-hazardous and hazardous waste.

US ECOLOGY, INC. (NASDAQ:ECOL) Recent Trading Information

US ECOLOGY, INC. (NASDAQ:ECOL) closed its last trading session up +0.15 at 44.55 with 106,824 shares trading hands.