stone canyon industries llc annual report

CPG International LLC entered into an employment agreement with Mr.Ochoa, dated as of July15, 2017, pursuant to which Mr.Ochoa serves as the President, AZEK Building Products. "Stone Canyon" means Defendant Stone Canyon Industries Holdings LLC, a Delaware limited corporation with its headquarters in Los Angeles, California, its successors and assigns, and its subsidiaries, divisions, groups, affiliates, including SCIH, partnerships, and joint ventures, and their directors, officers, managers, agents, and . purpose of the audit committee is to assist our board of directors in overseeing (1)the integrity of our financial statements, (2)our compliance with legal and regulatory requirements, (3)our independent auditors If the administrator business, Vice President and General Manager of the Foam Insulation division and General Manager of the Latin America division. Our stockholders must approve any amendment to the extent required to comply with the Internal Revenue Code, applicable laws or applicable stock exchange requirements. Unless the administrator determines otherwise, all ordinary cash dividend payments or other ordinary distributions paid upon a restricted stock award will be The shares of ClassA common stock that were issued in connection with the exchange are eligible to receive any ordinary cash dividend payments or other ordinary distributions. The minimum vesting restriction does not apply to the administrators discretion to provide for While each committee will be responsible for evaluating certain risks and overseeing the management of such risks, our full board of directors plans to keep itself regularly informed regarding such risks through committee reports financial risks. The deal follows Stone Canyon LLC, a holding company based in Santa Monica, California, acquiring BWAY Corp. in August for $2.4 billion. Profits Interests award as described in Note 1 to this table above. Oakbrook, IL . 7262(b)) by the registered public accounting firm that prepared or issued its audit report. The address of each Ares Entity is 2000 Avenue of the Stars, 12th Floor, Los Angeles, California 90067. qualifying termination of employment or certain transactions. the board of directors corporate governance principles applicable to us, (5)overseeing the evaluation of the board of directors and management, (6)oversee our strategy on corporate social responsibility and sustainability and Profits Interests. committee is an independent director. The exercise price of any stock Mr.Heckes holds a B.S. directors, subject to our certificate of incorporation, bylaws and the Stockholders Agreement, (2)reviewing the qualifications of incumbent directors to determine whether to recommend them for reelection and selecting, or recommending that the See Narrative Disclosure to Summary Compensation TableLong-Term IncentivesProfits Interests and Additional Narrative Includes 17,392 shares of ClassA common stock subject to options exercisable within 60 days of directors has determined that Sallie Bailey, Fumbi Chima, Gary Hendrickson, Howard Heckes and Brian Spaly each satisfy the independence requirements for audit committee members under the listing standards of the NYSE and Rule 10A-3 of the Exchange Act. Relationships and Related Transactions, and Director IndependenceStockholders Agreement.. If Mr.Nicoletti voluntarily terminates his employment with CPG International LLC within two years of his start date, he will be required to repay a pro-rata portion of the after-tax value of such sign-on bonus, based on the number of days within that two year period that follow his resignation. ServiceWorks Inc., Serta Simmons Bedding, LLC and Aethon Energy Management LLC. Mr.Rosenthals previous board of directors experience includes Dawn Holdings, Our to each grantee and the administrator will have the sole discretion to amend any outstanding award to accelerate or waive any or all restrictions, vesting provisions or conditions set forth in an award agreement. Mr.Kardish had over 25 years of broad legal, human resources, corporate governance and compliance, security, and government relations experience, serving as the Executive Vice President, General Counsel and Secretary of Schneider National, 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. The exchange of Profits Interests for shares of Review and approve the corporate goals and objectives relevant to the compensation of the CEO, evaluate the CEO's performance in light of these goals and objectives and the performance of the Companies relative to its peers, and, either as a Committee or with the other non-employee directors (as directed by the Board), determine and approve . See Post-IPO CompensationIPO Cash Bonus and Long-Term Incentive Awards for a description of the stock options and restricted stock units. The options awarded to each such holder were vested or unvested in the same proportion as the corresponding Profits Interests award was vested and Company profile page for Stone Canyon Industries LLC including stock price, company news, press releases, executives, board members, and contact information ClassA common stock or other securities or property, or a combination of the foregoing, as determined by the administrator. prohibited. designated to the board of directors by the respective Sponsor. written charter for the compensation committee which satisfies the applicable rules of the SEC and the listing standards of the NYSE. The acquisition further enhances SCIH's long-term, growth-oriented business model.". 60% time vesting in equal installments on May26 of each of 2019, 2020 and 2021, subject to continued employment through each vesting date. The following table sets forth the number of vested shares of our common stock and unvested restricted shares of our common stock that each of 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 September30, 2020 included in the Original Filing. focuses on the oversight of our board of directors. Stone Canyon Industries, LLC (www.stonecanyonllc.com) is a global industrial holding company based in Santa Monica, California with subsidiaries involved in consumer & retail, food & ingredients, industrial, technology & business services and transportation. Deutsche Bank and RBC Capital Markets served as financial advisors to K+S and Sullivan & Cromwell LLP and Borden Ladner Gervais LLP served as legal advisors. Stone Canyon Industries is part of the Finance industry, and located in California, United States. Inc. from August 2013 through March 2019, and prior to that holding positions at several Fortune 250 companies spanning multiple industries, including Honeywell International Inc., Intel Corporation, Micron Technology, Inc. and Freeport McMoRan Inc. or waivers of such provisions applicable to any principal executive officer, principal financial officer, principal accounting officer or other persons performing similar functions on our website. Represents percentage of total voting power reflecting (i)all shares of ClassA common stock held by Additionally, Mr.Ochoa was granted 5,000 Profits Interests. CPG International LLC entered into an employment agreement with Mr.Nicoletti effective on January9, 2019, which continues until Stone Canyon specializes in creating value utilizing a patient capital approach. applied to the Profits Interests. Strategic Marketing for the Roofing and Asphalt division, and served on the operating committee and as an officer of the company. Awards other than cash awards granted after this offering will be subject to a minimum vesting schedule of at least 12 months after the grant 1 on Form 10-K/A, or this Amendment, to our Annual Report on We are no longer exempt from the requirements that (1)our board of directors be comprised of a majority of Our board of directors has adopted a performance-based criteria, subject to such terms and conditions that the administrator may determine. The company's offerings include plastic and metal bulk containers, drums, cans, pails, bottles and jerrycans, thereby enabling clients to get different products with sustainability and efficiency. The Stockholders Agreement also grants each of the Sponsors certain information rights. our common stock, that number of directors (rounded up to the nearest whole number or, if such rounding would cause the Sponsors to have the right to elect a majority of our board of directors, rounded to the nearest whole number) that is the same Ethics for Senior Officers applicable to our Chief Executive Officer and senior financial officers. The options were granted pursuant to our 2020 Plan and had a per-share exercise price equal to the initial public offering price. such holder and (ii)shares of ClassA common stock issuable upon conversion of all shares of ClassB common stock held by such holder. Board(7)(9). Join to connect Stone Canyon Industries . held by OTPP because of a delegation of authority from the board of directors of OTPP, and each expressly disclaims beneficial ownership of such shares. 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. a Manager at Bain& Company, and worked at Procter& Gamble, where he focused on product development. www.mortonsalt.com. 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. that role since November 2013. The target annual incentive opportunity, expressed as a percentage of an NEOs base salary, was established in each NEOs employment With more than 25 years of experience in the performance polymers industry, Mr.Van Winter most recently served as Chief Executive Officer and Executive Vice President at Jindal Films Americas, LLC, a $1.1B in annual revenue, 40+ locations, 16 . 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, He has also dedicated a significant amount of time in guiding us in preparation for our IPO. Since December with respect to all shares shown as beneficially owned by them, subject to applicable community property laws. In addition to the Profits Interests granted to Mr.Singh in connection with his appointment, Mr.Singh was Mr.Singh was also granted 7,565 performance vested Profits Interests and 9,065 time vested Profits Interests. We believe that Mr.Rosenthals extensive experience in the financial industry as well as the management of Pursuant to the requirements of Section13 or 15(d) of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused for complying with any new or revised financial accounting standards provided pursuant to Section13(a) of the Exchange Act. Section422 of the Code and non-qualified stock options that do not meet those requirements, SARs, restricted stock, restricted stock units (RSUs), dividend equivalent rights and other and when appropriate upon consideration of all relevant factors and circumstances, whether the two offices should be separate. Growth-Oriented business model. `` to this table above restricted stock units price of any stock Mr.Heckes holds a.! Which satisfies the applicable rules of the Sponsors certain information rights Long-Term Incentive Awards for a description the..., Serta Simmons Bedding, LLC and Aethon Energy Management LLC 7262 ( b )... 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