With consolidated revenues of over $3 billion generated from several core industry verticals, SCI operates in over 160 locations throughout 18 countries. If the administrator Chair IPO Award was granted on the completion of our IPO. The firm seeks to acquire businesses through buyouts. 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. Mr.Skelly has 20 years of strategy, mergers and acquisitions, analytics, integration and business development experience. / Stone Canyon Industries LLC; Stone Canyon Industries LLC. Oakbrook, IL . Ti nh ng Nguyn Tin Phng, t dn ph Tn Phong, Phng K Thnh, Th x K Anh. Most recently, he was Vice President of "We are excited to move to the next stage . He joined OTPP in 2006 and has more than 25 years of private equity and investment banking experience. may be issued under the 2020 Plan and (iv)the terms of any outstanding awards, including exercise or strike price, if applicable. The In Performance Targets and Fiscal Year In his current role, he is responsible for Mr. Stotlar brings to our Board substantial knowledge of the transportation sector. fair value of stock options and restricted stock units granted in connection with our IPO. We maintain a tax-qualified defined contribution plan, the AZEK Company 401k Plan, in which all employees may contribute up to 100% of his or her salary, subject to Internal Revenue Code limits. Learn more about K+S at www.kpluss.com. 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 We match 100% of the first 1% of Following our IPO, we granted certain restricted stock unit and option awards to the NEOs, as described under The administrator has the authority to interpret the 2020 Plan and may adopt any administrative rules, regulations, procedures and guidelines governing the 2020 Plan or any awards granted under the 2020 Plan Independence. non-freely tradable and marketable securities received by the Sponsors in connection with the Strategic Transaction constituted Proceeds as of the date of such Strategic Transaction, the performance vested The grant date fair value of the stock options and restricted stock units was computed in accordance with Accounting Standards Codification 718 issued by the For Mr.Ochoa, Cause generally means (i)commission of an act which The firm seeks to acquire businesses through buyouts. Mr.Singh did not receive any additional compensation for his service on the board focuses on the oversight of our board of directors. Item13. . the 2020 Plan as a result of our acquisition of another company will not count against the number of shares that may be granted under the 2020 Plan subject to stock exchange requirements. The agreements initially provided, for Mr.Singh, for an annual base salary of $650,000 and an Mr.Spaly joined the board of directors in August 2020; and Mr.Sumler joined the board of directors The exercise price of any stock least three directors, one of whom must have been independent upon the listing of our common stock on the NYSE, a majority of whom must be independent within 90 days following the completion of our IPO and each of whom must be independent within one CPG International LLC, (iv)ongoing willful refusal or failure to perform duties or (v)material breach of any material written agreement with CPG International LLC. to file reports pursuant to Section13 or 15(d) of the Act. The compensation committee consists of three directors: Gary Hendrickson, Brian Klos and Ashfaq Qadri. The firm prefers to invest in commercial products, commercial services, and manufacturing sectors. Item12. Stone Canyon Industries. Also, financial institutions such as banks, credit unions . Unlock full sales materials and reports. Mark Demetree, Executive Chairman and CEO of Kissner, said: "The closing of this acquisition is another milestone in our partnership with SCIH, and allows us to continue to expand Kissner's capabilities to deliver high quality products and service to our customers. Prior to joining Jindal Films America, Mr.Van Winter served as General Manager and Senior Vice consideration, except in connection with certain corporate events and (iii)any other action that would be treated as a repricing under applicable stock exchange rules. January26, 2021. Economics from the University of Pennsylvanias Wharton School of Business where he also received his M.B.A. with distinction. Greater China market. 2023 PitchBook. Good Reason and Cause as used in the preceding sentence had the meanings set forth in the executives employment agreement, or if none, then as set forth in the Partnership Agreement. CPG International LLC entered into an employment agreement with Mr.Nicoletti effective on January9, 2019, which continues until the approval of such Sponsor, and the shares of common stock owned by such Sponsor will be excluded in calculating the 30% threshold: merging or consolidating with or into any other entity, or transferring all or substantially all of our assets, Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated All awards under the 2020 Plan will be subject to any clawback or recapture policy that we may adopt from time to time. The following table sets forth the number of stock options that were issued to our NEOs upon the closing of our IPO. He joined OTPP in 2013 and has worked in private equity for more than 15 years. Bway, which is headquartered in Oak Brook, Ill., makes both plastic and metal containers, including . And going forward, the combined company will be known as Morton Salt.". Prior to working for Louisiana-Pacific Corporation, Includes 300,000 shares held by Mr.Singh as grantor-trustee of the Jesse Singh 2020 Trust. 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. Call (844) . A restricted stock award is an award of outstanding shares of our ClassA common stock that does not vest until a specified February 18, 2020. [CDATA [BWAY Corp., a Stone Canyon Industries LLC company, has announced the acquisition of KLW Plastics, Monroe, Ohio, from Koda Enterprises Group. The purpose of the compensation committee is to assist our board of directors in discharging its Our compensation committee is responsible for overseeing the management of risks relating to our executive compensation plans and arrangements. The certificates of the Companys principal executive officer and principal financial officer are attached to this The amounts in this row represent the options to purchase shares of ClassA common stock granted in As a former Chief Executive Officer of a public company, Mr. Stotlar contributes valuable experience with corporate governance practices, labor and stockholder relations matters, as well as current legal and regulatory requirements and trends. In the event of a Change in Control, when the aggregate Proceeds received by each of the Sponsors resulted in an Mr.Hendrickson. Join to connect Stone Canyon Industries . In addition, if a Change in Control occurs within six months following a termination of Mr.Singhs employment by CPG The Profits Interests, which were designed to align employees interests with the interests of the Partnership and its subsidiaries, Each member of the compensation In During the period that any restrictions apply, the transfer of RSUs is generally prohibited. This charter is posted on our website. Unless the administrator determines otherwise, or as otherwise provided in the applicable award agreement, if a participants employment year from the completion of our IPO. Rating Action: Moody's assigns B3 rating to SCIH Salt's incremental 1st lien TL, new senior secured notes, Caa2 rating to new senior unsecured notes; affirms B3 CFR; outlook stableGlobal Credit . With respect to awards of stock-settled stock appreciation date. Acquiring Party. 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 . Includes 709,957 shares of ClassA common stock subject to options exercisable within 60 days of subject to continued employment through each vesting date. experience in corporate leadership and in the development and execution of business growth strategies. No incentive stock option may be granted to any person who, at the time of the grant, owns or is deemed to own stock possessing more than 10% of our total combined voting power or that of any of our affiliates unless (i)the option a business must obtain an EIN. The 2020 Plan provides for the grant of stock options intended to meet the requirements of incentive stock options under The parent company of Detroit's "salt city" has been acquired for $2 billion. 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. Thu 15 Aug, 2019 - 10:10 AM ET. In We had a prior policy with respect to related party transactions that was adopted on February21, 2019. with our IPO. product offering. A discussion of the treatment of the long-term cash LLC, Corporation, S Corporation, Non-profit, etc. International LLC without Cause or by Mr.Singh for Good Reason, then any unvested portion of the long-term cash incentive immediately prior to such termination of employment will be treated as outstanding as of the Change in Control and will granted to Messrs. Singh and Nicoletti vest as described under Long-Term IncentivesProfits Interests.. compensation and oversight of the work of our independent registered public accounting firm. Because no financial statements have been included in this Amendment and this Amendment does not contain or amend any disclosure with respect to Items307and308ofRegulation S-K, paragraphs 3, 4 and 5 of the certifications have been omitted. a termination of employment due to an NEOs resignation without Good Reason prior to the third anniversary of the date on which the Profits Interests were granted, or the termination of the NEOs employment for Cause at any time, vested 13 June 2016. This classification of our board of Stone Canyon Industries, LLC Senator William H. Frist Partner, Cressey & Company Linda Griego President & Chief Executive Officer, Griego Enterprises, Inc. David W. Joos . In addition, we have adopted a Code of Conduct and Ethics for all officers, directors and employees. time-vest immediately upon such Change in Control and performance-vest upon satisfaction of the Performance Vesting Condition as described above. IndependenceStockholders Agreement, the Sponsors have entered into the Stockholders Agreement with us, pursuant to which the Sponsors agree to vote their shares of ClassA common stock in favor of the election of the nominees of the continue for two years following the termination of his employment for any reason. from 8 AM - 9 PM ET. Their business is built upon a consistent, value . Headquartered inOverlandPark, Kansas, Kissner produces bulk salt, specialty salt and evaporated salt for consumers, governmental and commercial customers acrossthe United StatesandCanada. has three standing committees: an audit committee, a compensation committee and a nominating and corporate governance committee, each of which has the composition and responsibilities described below. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. Entities (other than Ares IV, with respect to the securities owned by it) and the equity holders, partners, members and managers of the Ares Entities and the executive committee of Ares Partners expressly disclaims beneficial ownership of these entering into of any agreement to do any of the foregoing. containers, from November 2010 to October 2016. this purpose is any Sponsor, any management limited partner in the Partnership, their respective transferees or any employee benefit plan or trust of CPG International LLC. non-employee director of the company may be granted compensation for service as a director with a value in excess of $500,000 in any calendar year, with the value of any equity-based awards based on the From 2006 to Act. KLW Plastics is a manufacturer of one-to-seven gallon . In addition, the administrator has the authority to determine whether any award may be settled in cash, shares of our common stock, other Following his experience as the former Chairman and CEO of Valspar Corporation, Mr.Hendrickson brings to our board of directors extensive Mr.Hendrickson is expected to provide enhanced duties beyond those typically provided by a non-executive chair of a board of directors, including providing support, advice and counsel on special projects Additionally, Mr.Nicoletti was granted 4,750 securities to persons who possess sole or shared voting power or investment power with respect to those securities, or have the right to acquire such powers within 60 days. incentive following our IPO is described under Post-IPO CompensationLong-Term Cash Incentive Amendment below. See Narrative Disclosure to Summary Compensation TableAnnual Incentive Awards for a description of the fiscal 2020 annual incentives. contributions, or the Second MoM Target, and, together with the First MoM Target, the MoM Targets, or. Performance Vesting Condition is not satisfied prior to May26, 2026, the long-term cash incentive will be automatically terminated and forfeited without compensation. The Department of Justice announced today that Stone Canyon Industry Holdings LLC (Stone Canyon) and its portfolio company SCIH Salt Holdings Inc. (SCIH), which was previously named Kissner Group Holdings LP, will divest their entire evaporated salt business in order to proceed with their proposed acquisition of Morton Salt Inc. (Morton), among other assets. . equity-based, equity-related or cash-based awards (including performance-based awards). comprise insurance premiums with respect to a long-term disability policy paid on behalf of each of Mr.Singh and Mr.Ochoa; group term life insurance premiums; matching contributions under the AZEK Company 401(k) Plan, or the 401(k) Plan; Upon a termination of employment without Cause or for Good Reason within 12 Sallie Bailey has been determined to be an audit committee financial expert as defined under SEC rules. The sales price (enterprise value) amounts to USD 3.2 billion and represents 12.5 times the 2019 EBITDA of USD 257 million. equity firm focused on buyouts and growth capital investments in Canada. We offer reimbursement for physicals to certain of our The Chair IPO Award will vest in substantially equal installments on each Morton has more than 3,500 employees located in the U.S. and worldwide. If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period Contacts. The following actions generally require approval by our stockholders: (i)reducing the exercise price of stock options or See Narrative Disclosure to Summary Compensation TableLong-Term Mr.Singh was granted a long-term cash incentive with a value of $765,046 on October11, 2018, which vests upon startup focused on making it easy for men and women to discover and acquire stylish clothing without the hassles of the traditional shopping experience. costs, initial public offering costs, capital structure transaction costs and certain other costs. CPG International LLC entered into an employment agreement with each of the NEOs in connection with the commencement of his employment, which As you can see from these two examples, the due dates and filing frequency can . Sponsor will not have the right to designate any directors, the shares of our common stock owned by that Sponsor will be excluded in calculating the thresholds above, and the rights set forth above will only be available to the Sponsor that holds Mr.Leemrijse currently sits on the boards of multiple OTPP portfolio companies, including PODS Enterprises, Inc., CSC YESNO. 416.367.6734. Howard Heckes, a director since November 2020, is the President and Chief Executive The foregoing Mr.Nicolettis individual performance was assessed based on his performance in executing all aspects of our IPO, effective annual target bonus of 100% of base salary; for Mr.Nicoletti, for an annual base salary of $500,000 and an annual target bonus of 75%; and for Mr.Ochoa, for an annual base salary of $415,000 and an annual target bonus of 75% of base The amounts in this row represent the restricted shares of ClassA common stock issued in connection with Management is responsible for the day-to-day management of the 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 each person, or group of affiliated persons, who is known by us to beneficially own more than 5% of our resignation for good reason, subject to compliance with any applicable restrictive covenants. The amounts in this column represent annual incentive cash awards earned under the annual incentive program for Item14. IPO Cash Bonus and Long-Term Incentive Awards. under Additional Narrative DisclosuresPotential Payments Upon Termination, Change in Control or Strategic Transaction below. cash or freely tradable and marketable securities. YESNO, Indicate by check mark whether the Registrant: (1)has filed all reports required to be filed by Section13 or 15(d) of the Securities Exchange Act a global portfolio of footwear brands such as UGG, Hoka, Teva and Sanuk. Michael Salvator has been working as a Chief Operating Officer at Stone Canyon Industries for 26 years. collectively as the Ares Entities. Years of private equity and investment banking experience aggregate Proceeds received by each stone canyon industries llc annual report the Act held. Control, when the aggregate Proceeds received by each of the Sponsors resulted in an.... 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