Avery Dennison Corp. Files Definitive Proxy Statement (DEF 14A)

Ticker: AVY · Form: DEF 14A · Filed: Mar 11, 2024 · CIK: 8818

Avery Dennison CORP DEF 14A Filing Summary
FieldDetail
CompanyAvery Dennison CORP (AVY)
Form TypeDEF 14A
Filed DateMar 11, 2024
Risk Levellow
Pages15
Reading Time18 min
Key Dollar Amounts$850 million, $285.1 million, $224.9 million, $137.5 million, $69 million
Sentimentneutral

Sentiment: neutral

Topics: Proxy Statement, DEF 14A, Avery Dennison, Executive Compensation, Corporate Governance

TL;DR

<b>Avery Dennison Corp. has filed its Definitive Proxy Statement (DEF 14A) on March 11, 2024, detailing corporate governance and executive compensation information.</b>

AI Summary

Avery Dennison Corp (AVY) filed a Proxy Statement (DEF 14A) with the SEC on March 11, 2024. Avery Dennison Corp. filed a Definitive Proxy Statement (DEF 14A) on March 11, 2024. The filing covers the period ending April 25, 2024. The company's fiscal year ends on December 28. Avery Dennison Corp. is incorporated in Delaware. The company's principal business address is 8080 Norton Parkway, Mentor, OH 44060.

Why It Matters

For investors and stakeholders tracking Avery Dennison Corp, this filing contains several important signals. This filing is crucial for shareholders to understand executive compensation structures and make informed voting decisions at the upcoming annual meeting. The DEF 14A provides transparency into the company's governance practices, including board composition and director nominations.

Risk Assessment

Risk Level: low — Avery Dennison Corp shows low risk based on this filing. The filing is a routine DEF 14A, which is standard for public companies and does not contain new material financial information or significant strategic shifts.

Analyst Insight

Shareholders should review the executive compensation details and any proposed governance changes to inform their voting decisions.

Key Numbers

Key Players & Entities

FAQ

When did Avery Dennison Corp file this DEF 14A?

Avery Dennison Corp filed this Proxy Statement (DEF 14A) with the SEC on March 11, 2024.

What is a DEF 14A filing?

A DEF 14A is a definitive proxy statement sent to shareholders before annual meetings, covering executive compensation, board nominations, and shareholder votes. This particular DEF 14A was filed by Avery Dennison Corp (AVY).

Where can I read the original DEF 14A filing from Avery Dennison Corp?

You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by Avery Dennison Corp.

What are the key takeaways from Avery Dennison Corp's DEF 14A?

Avery Dennison Corp filed this DEF 14A on March 11, 2024. Key takeaways: Avery Dennison Corp. filed a Definitive Proxy Statement (DEF 14A) on March 11, 2024.. The filing covers the period ending April 25, 2024.. The company's fiscal year ends on December 28..

Is Avery Dennison Corp a risky investment based on this filing?

Based on this DEF 14A, Avery Dennison Corp presents a relatively low-risk profile. The filing is a routine DEF 14A, which is standard for public companies and does not contain new material financial information or significant strategic shifts.

What should investors do after reading Avery Dennison Corp's DEF 14A?

Shareholders should review the executive compensation details and any proposed governance changes to inform their voting decisions. The overall sentiment from this filing is neutral.

How does Avery Dennison Corp compare to its industry peers?

Avery Dennison Corp. operates in the converted paper and paperboard products sector, excluding containers and boxes.

Are there regulatory concerns for Avery Dennison Corp?

The filing is a standard DEF 14A, subject to SEC regulations for public companies regarding disclosure of corporate governance and executive compensation.

Industry Context

Avery Dennison Corp. operates in the converted paper and paperboard products sector, excluding containers and boxes.

Regulatory Implications

The filing is a standard DEF 14A, subject to SEC regulations for public companies regarding disclosure of corporate governance and executive compensation.

What Investors Should Do

  1. Review the detailed executive compensation tables for named executive officers.
  2. Examine the board of directors' recommendations and any shareholder proposals.
  3. Understand the company's governance policies as outlined in the proxy statement.

Year-Over-Year Comparison

This is a DEF 14A filing, which is a routine disclosure and not a comparison to a prior period's financial performance.

Filing Stats: 4,414 words · 18 min read · ~15 pages · Grade level 15.9 · Accepted 2024-03-11 06:08:20

Key Financial Figures

Filing Documents

– ELECTION OF DIRECTORS

ITEM 1 – ELECTION OF DIRECTORS 39 Selection of Director Nominees 39 Board Refreshment and Director Succession Planning 40 Board Composition 42 2024 Director Nominees 42 Director Compensation 47 Director Compensation Table 49

– ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION

ITEM 2 – ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION 50 COMPENSATION DISCUSSION AND ANALYSIS (CD&A) 51 Executive Summary 51 Summary of 2023 Compensation Decisions 59 Discussion of 2023 Compensation Decisions 61 Compensation-Setting Tools 74 Independent Oversight and Expertise 75 Compensation Clawback Policies 77 TALENT AND COMPENSATION COMMITTEE REPORT 78

EXECUTIVE COMPENSATION TABLES

EXECUTIVE COMPENSATION TABLES 79 2023 Summary Compensation Table 79 2023 Grants of Plan-Based Awards 81 2023 Outstanding Equity Awards at Fiscal Year-End 82 2023 Option Exercises and Stock Vested 83 2023 Pension Benefits 83 2023 Nonqualified Deferred Compensation 84 Payments Upon Termination as of December 30, 2023 85 Equity Compensation Plan Information as of December 30, 2023 88 PAY VS. PERFORMANCE DISCLOSURE 89 CEO PAY RATIO 92

– APPROVAL OF CERTIFICATE OF AMENDMENT TO AMENDED AND RESTATED CERTIFICATE OF INCORPORATION

ITEM 3 – APPROVAL OF CERTIFICATE OF AMENDMENT TO AMENDED AND RESTATED CERTIFICATE OF INCORPORATION 94

– RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

ITEM 4 – RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 96 AUDIT MATTERS 98 AUDIT COMMITTEE REPORT 101

SECURITY OWNERSHIP INFORMATION

SECURITY OWNERSHIP INFORMATION 104

Security Ownership of Management and Significant Stockholders

Security Ownership of Management and Significant Stockholders 104 Related Person Transactions 105 VOTING AND MEETING Q&A 106 APPENDIX A – RECONCILIATION OF NON-GAAP FINANCIAL MEASURES FROM GAAP A-1 APPENDIX B – TEXT OF CERTIFICATE OF AMENDMENT TO AMENDED AND RESTATED CERTIFICATE OF INCORPORATION B-1 Avery Dennison Corporation | 2024 Proxy Statement | Table of Contents Table of Contents PROXY SUMMARY This proxy summary includes key messages related to this proxy statement and does not contain all the information you should consider before voting. We strongly encourage you to read the entire proxy statement before voting. INFORMATION REGARDING ANNUAL MEETING Distribution of Proxy Materials We will begin mailing our Notice of Internet Availability of Proxy Materials, which includes instructions on how to access these materials online and vote your shares, on or about March 11, 2024. If you previously elected to receive a paper copy of our proxy materials, on or about the same date, we will mail you a proxy card and our 2023 integrated financial and sustainability report (our "2023 Integrated Report"), which includes a letter to stockholders from our President/Chief Executive Officer (CEO); a description of our businesses, stakeholders and values; highlights of our strategies, financial performance and sustainability progress; our Annual Report on Form 10-K for the fiscal year ended December 30, 2023 (our "2023 Annual Report"); and the notice and proxy statement for our 2024 Annual Meeting of Stockholders (the "Annual Meeting"). Time, Date and Format of Annual Meeting The Annual Meeting will take place at 2:30 p.m. Eastern Time on April 25, 2024. To allow stockholders to attend without the time and expense of doing so in person, the meeting will be held virtually, with attendance via the internet. To attend the virtual Annual Meeting, you will need to log in to www.virtualshareholdermeeting.com/AVY2024 using the 16-digit control numbe

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