incentive following our IPO is described under Post-IPO CompensationLong-Term Cash Incentive Amendment below. See Narrative Disclosure to Summary Compensation TableLong-Term IncentivesLong-Term Cash Post-IPO CompensationIPO Cash Bonus and Long-Term Incentive Awards below. ClassA common stock did not result in any accelerated vesting of the Profits Interests. Ares Partners Holdco LLC is managed by a board of managers, which is composed of Michael Arougheti, Ryan Berry, R. Kipp deVeer, David Kaplan, Michael McFerran, Antony Ressler and Bennett Rosenthal. All awards under the 2020 Plan will be subject to any clawback or recapture policy that we may adopt from time to time. means (i)commission of an act which constitutes common law fraud or embezzlement, (ii)indictment, conviction or plea of guilty or nolo contendere to a felony or crime involving moral turpitude, (iii)commission of any stockholders or a majority of the directors designated by the Sponsors; terminating the employment of our Chief Executive Officer or hiring or designating a new Chief Executive Officer; entering into any transactions, agreements, arrangements or payments with either of the Sponsors or any other 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, exchange of shares, merger, consolidation, rights offering, separation, reorganization or liquidation, or any other change in the corporate structure or shares, including any extraordinary dividend or extraordinary distribution, the administrator The foregoing Prior to Owens Corning, Mr.Ochoa served as Vice President of Technology for ServiceLane, a privately funded startup In the event that Mr.Hendrickson ceases to serve as chair for any reason, any unvested Incentive. In the event of a Change in Control or a termination of employment by CPG International LLC without Cause or by Mr.Singh for Good Reason within 12 months following the occurrence of a Strategic Transaction, any unvested With respect to awards of stock-settled stock appreciation September30, 2020 included in the Original Filing. 4 were here. Change in Control. The Profits Interests The minimum vesting restriction does not apply to the administrators discretion to provide for compensation committee, and $10,000 for the chair of the nominating and governance committee, in each case paid quarterly in arrears; and. Contact. This policy was adopted on January24, 2020 and took effect upon the effectiveness of our certificate of incorporation, and as a result, certain of the transactions entered into prior to that date were not reviewed Item10. accommodation. Prior to joining Ares in 2009, Mr.Hirshorn was the President of Potbelly Sandwich Works. In addition, we have adopted a Code of Conduct and Ethics for all officers, directors and employees. As the owner of ClassB common stock, OTPP may, at any time, elect to convert shares of in Douglas W. Stotlar Director. All During the period that any restrictions apply, the transfer of RSUs is generally prohibited. An additional annual cash retainer of $50,000 for serving as our 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. $5,321,095 for Mr.Nicoletti. Group and Mergers and Acquisitions Group at J.P. Morgan where he participated in the execution of mergers and acquisitions and debt financings spanning various industries from 2003 to 2005. We our leadership structure separates the offices of Chief Executive Officer and Chairman of the Board, with Mr.Singh serving as our Chief Executive Officer and Mr.Hendrickson serving as non-executive Prior to that, Mr. ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 2015 OR Environmental, Social and Governance (ESG), HVAC (Heating, Ventilation and Air-Conditioning), Machine Tools, Metalworking and Metallurgy, Aboriginal, First Nations & Native American. We had a prior policy with respect to related party transactions that was adopted on February21, 2019. Stone Canyon Industries LLC. does not change any of the information contained in the Original Filing. accounting grant date value of such award. that all Section16(a) reports applicable to our directors, executive officers and greater-than-ten-percent beneficial owners with respect to fiscal year 2020 were enhance his alignment with our stockholders following the IPO, and we also granted Mr.Nicoletti a cash award to provide retentive value. Shares of our ClassA common stock subject to awards that are assumed, converted or substituted under The audit committee also prepares the audit committee report as required by the SEC for inclusion in our annual proxy A SAR Such awards may include retainers and meeting-based fees for directors and the grant or offer for sale of unrestricted shares of our common stock, The table above does not reflect (i)shares of Half of the performance vested Profits Interests vested upon the achievement of one of the following events Our class III directors are Howard Heckes, Gary Hendrickson, Bennett Rosenthal and Jesse Singh and their term The Before Fifth Gear Media, Mr.Ochoa held a variety of leadership positions with Frito-Lay, Inc. (part of the PepsiCo Company), The International LLC which breach is not cured (to the extent curable) within 10 business days following written notice from CPG International LLC; or (vii)Mr.Ochoas death or disability in which he cannot perform the essential For more information regarding the that, he held a variety of leadership positions including Director of Strategic Business Development for The Home Depot Inc. and Director of Mergers& Acquisitions for Hughes Supply, Inc. Paul Kardish is currently serving as our Senior Vice President and Chief Legal Officer. employee contributions and 50% of the next 5% of employee contributions, for a total matching contribution of 3.5% on the first 6% of employee contributions. The Investor Relations website contains information about StoneCo Ltd.'s business for stockholders, potential investors, and financial analysts. The administrator may also delegate any of its powers, responsibilities or duties to any person who is not a member of the administrator or any of our administrative groups. Profits Interests award as described in Note 1 to this table above. None of the members of the compensation committee is, nor has ever been, an officer or employee of our company. Read the 9th Annual B2B Sales & Marketing Data Report New: B2B Data Report! James Hirshorn, Brian Klos, Romeo Leemrijse, Ashfaq Qadri, Bennett Rosenthal, Brian Spaly and Blake Sumler are independent in accordance with the NYSE rules. www.mortonsalt.com. options will be forfeited. 60% time vesting in equal installments on May26 of each of 2019, 2020 and 2021, subject to continued employment through each vesting date. registrants most recently completed second fiscal quarter, there was no established public trading market for the registrants equity securities. Benefits. Bway, which makes both plastic and metal rigid containers has 25 . Harris Williams & Co., a preeminent middle market investment bank focused on the advisory needs of clients worldwide, has announced the sale of A. Stucki Company (A. Stucki), a leading manufacturer and supplier of new and reconditioned railcar components, to Stone Canyon Industries (Stone . equity firm focused on buyouts and growth capital investments in Canada. For Mr.Nicoletti, Cause generally Mr.Gentile was an Operations Leader for Gardner Bender, a manufacturer of electrical and wire management products, from April 2006 to April 2009. The K+S Americas operating unit mainly comprises K+S Chile, formerly known as the Chilean company SPL, acquired by K+S in 2006, as well as Morton Salt (USA) and Windsor Salt Ltd. (Canada), acquired in 2009. James has a multi-faceted human resources law practice, handling day-to-day, litigation and corporate transactions mandates for clients in both pension and benefits and labour and employment matters. Incentive stock options will be exercisable in any fiscal year only to the extent that the aggregate fair market value of our common stock with respect to the unvested options vest in equal installments on July17, 2021 and 2022. collectively as the Ares Entities. 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. Mr.Nicoletti also currently serves as a director and chairman of the audit committee of Arthur J. Gallagher& Co., a global insurance providing strategic guidance to portfolio companies. modified the terms and conditions of our performance-based awards by changing the vesting conditions. All Profits Interests were subject to a clawback provision under which if a recipient willfully or intentionally materially breached, or Award-Winning Sales Intel. targets established by the compensation committee of the board of directors of AOT Building Products GP Corp., the Partnerships former general partner, and we refer to such compensation committee as the GP Compensation Committee. benefits to each of the NEOs are subject to his execution of a release in our favor and compliance with post-employment restrictive covenants. The report essentially tells the state that your LLC continues to exist and allows you to continue using your LLC name. by the following individuals or groups: all of our directors and executive officers as a group; and. 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 Kitchen held a variety of leadership positions, including from Cornell University in Chemical Engineering and an M.B.A. from Harvard Business School. and guidance to our management team as we transition to a public company. Principal Accounting Fees and Services. sfidalgopereira@blg.com. containers, from November 2010 to October 2016. These amounts do not reflect new equity awards granted in the fiscal year. other purpose, and the inclusion of any shares in the table does not constitute an admission of beneficial ownership of those shares. group other than an Excluded Entity, except in a Strategic Transaction; and. The annual incentive bonus in respect of the fiscal year ending The Committee shall review and approve borrowing arrangements (including prepayments or refinancing), issuances or repurchases of debt securities by the Companies in principal amounts in excess of $5 million. Ms.Bailey brings to our board of directors a broad knowledge of corporate prohibited. Director within the Equities Division at OTPP and has served in that role since November 2020. Accordingly, the amounts We are filing this Amendment No. year ended September30, 2020. Additionally, Mr.Ochoa was granted 5,000 Profits Interests. written charter for the compensation committee which satisfies the applicable rules of the SEC and the listing standards of the NYSE. Each of these compensation elements is described below. Mr.Kloss years of experience managing and As you can see from these two examples, the due dates and filing frequency can . 18. A. Stone Canyon Industries Holdings Inc. sponsers an employee benefit plan and files Form 5500-SF short form annual return/report. are entitled to designate individuals to be included in the slate of nominees for election to our board of directors as follows: Each of the Sponsors is entitled to nominate one-half of the nominees to be nominated unless based upon 154,740,054 shares of ClassA common stock and 100 shares of ClassB common stock outstanding as of January26, 2021. Headquartered inChicago, Morton Salt with its affiliates in theBahamasandCanadahas more than 3,500 employees committed to safety, quality, and service in the communities in which it operates. The annual meeting of K12 Inc. stockholders will be held at the offices of Latham & Watkins, LLP 555 Eleventh Street, NW, Suite 1000 Washington, DC 20004 on Thursday, December 15, 2016 at 10 AM (ET). 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