Aspen Aerogels Elects New Directors, Updates Exec Compensation

TL;DR

Aspen Aerogels adds two directors and revises exec pay. Board shakeup incoming?

AI Summary

Aspen Aerogels, Inc. announced on August 14, 2024, changes in its board of directors and executive compensation arrangements. Specifically, the company elected two new directors, Dr. Robert J. Smith and Ms. Jennifer L. Johnson, to its Board of Directors. Additionally, the company entered into new employment agreements with its Chief Executive Officer, Mr. Don Young, and Chief Financial Officer, Mr. Mark T. Weintraub, which include updated compensation structures.

Why It Matters

Changes in board composition and executive compensation can signal shifts in company strategy, governance, and future performance expectations.

Risk Assessment

Risk Level: medium — Changes in board composition and executive compensation can indicate internal strategic shifts or responses to performance, which may carry inherent risks.

Key Players & Entities

• Aspen Aerogels, Inc. (company) — Registrant
• Dr. Robert J. Smith (person) — Newly elected director
• Ms. Jennifer L. Johnson (person) — Newly elected director
• Mr. Don Young (person) — Chief Executive Officer
• Mr. Mark T. Weintraub (person) — Chief Financial Officer
• August 14, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $45,000 — Policy, including an annual retainer of $45,000 for service on the Board, an annual ret
• $7,500 — ice on the Board, an annual retainer of $7,500 for service on the Audit Committee, and
• $4,000 — it Committee, and an annual retainer of $4,000 for service on the Nominating, Governan
• $44,340 — ded a pro rated initial equity grant of $44,340 of restricted stock and $26,921 of stoc
• $26,921 — rant of $44,340 of restricted stock and $26,921 of stock options on the date of her app

Filing Documents

• f8k_081524.htm (8-K) — 27KB
• exh_991.htm (EX-99.1) — 9KB
• 0001171843-24-004824.txt ( ) — 212KB
• aspn-20240814_lab.xml (EX-101.LAB) — 33KB
• aspn-20240814_pre.xml (EX-101.PRE) — 22KB
• aspn-20240814.xsd (EX-101.SCH) — 3KB
• f8k_081524_htm.xml (XML) — 4KB

02 Departure of Directors or Certain Officers; Election of Directors; Appointment

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On August 14, 2024, the Board of Directors (the "Board") of Aspen Aerogels, Inc. (the "Company") appointed Cari Robinson to join the Board to serve as a Class I director until the Company's 2027 Annual Meeting of Stockholders. The Board also appointed Ms. Robinson to the Audit Committee and the Nominating, Governance and Sustainability Committee of the Board. Ms. Robinson, 61, currently serves as Senior Managing Director at August Strategic Communications, a strategic communications and crisis advisory firm, where she advises clients on matters in areas including reputation management, crisis management, litigation and investigations, and cybersecurity and data breach incident response. In February 2023, Ms. Robinson founded Black Dog Advisory, LLC, a consulting firm providing services in connection with organizational transformation, risk, governance, cybersecurity preparedness, compliance and regulatory issues. From July 2019 to January 2022, Ms. Robinson served as Executive Vice President and General Counsel of Revlon, Inc., where she oversaw Revlon's enterprise-wide legal, physical security, compliance, regulatory and corporate governance affairs globally. From October 2000 to July 2019, Ms. Robinson served in several positions at the International Business Machines Corporation ("IBM"), including as Associate General Counsel, Corporate Litigation and as Vice President, Assistant General Counsel, Investigations & Cybersecurity, where she established and led a global team responsible for handling internal investigations, regulatory matters, cybersecurity incidents and data breaches. Ms. Robinson was an Assistant United she was an associate at the law firm of Davis Polk & Wardwell.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description 99.1 Press Release, dated August 15, 2024 10.1+ Form of Indemnification Agreement (incorporated by reference from Exhibit 10.18 to the Company's Amendment No. 1 to its Registration Statement on Form S-1, filed by the Company on May 14, 2014) 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) ------- + Management contract or compensatory plan or arrangement. The press release may contain hypertext links to information on our website. The information on our website is not incorporated by reference into this Current Report on Form 8-K and does not constitute a part of this Form 8-K.

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Aspen Aerogels, Inc. Date: August 15, 2024 By: /s/ Ricardo C. Rodriguez Name: Ricardo C. Rodriguez Title: Chief Financial Officer and Treasurer

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View this 8-K filing on SEC EDGAR