Huntsman Corp. Announces 2024 Annual Meeting of Stockholders

TL;DR

<b>Huntsman Corporation invites stockholders to its 2024 virtual Annual Meeting on May 2, 2024, urging prompt voting.</b>

AI Summary

Huntsman CORP (HUN) filed a Proxy Statement (DEF 14A) with the SEC on March 22, 2024. Huntsman Corporation will hold its 2024 Annual Meeting of Stockholders virtually on May 2, 2024, at 9:00 a.m. Central Time. Stockholders can attend, vote, and submit questions via webcast at www.virtualshareholdermeeting.com/HUN2024. Physical attendance at the meeting will not be permitted. The company urges stockholders to vote as soon as possible via Internet, telephone, or mail. The proxy statement provides important information regarding the matters to be considered at the meeting.

Why It Matters

For investors and stakeholders tracking Huntsman CORP, this filing contains several important signals. The virtual format allows for broader participation and accessibility for stockholders regardless of location. Prompt voting ensures that stockholder voices are considered in corporate governance decisions.

Risk Assessment

Risk Level: — Huntsman CORP shows moderate risk based on this filing. The filing is a routine proxy statement for an annual meeting, with no immediate financial or operational disclosures that would indicate high risk.

Analyst Insight

Stockholders should review the proxy statement to understand the proposals and vote their shares to influence corporate governance.

Key Numbers

• May 2, 2024 — Annual Meeting Date (2024 Annual Meeting of Stockholders)
• 9:00 a.m. Central Time — Annual Meeting Time (2024 Annual Meeting of Stockholders)

Key Players & Entities

• Huntsman Corporation (company) — Registrant and company holding the annual meeting
• Peter R. Huntsman (person) — Chairman of the Board, President and Chief Executive Officer
• May 2, 2024 (date) — Date of the 2024 Annual Meeting of Stockholders
• 2024 (date) — Year of the Annual Meeting
• www.virtualshareholdermeeting.com/HUN2024 (url) — Website for virtual attendance and voting

FAQ

Industry Context

Huntsman Corporation operates in the chemicals industry, producing differentiated organic chemical compounds.

Regulatory Implications

The filing is a DEF 14A, a definitive proxy statement filed with the SEC under the Securities Exchange Act of 1934.

What Investors Should Do

1. Review the proxy statement for details on proposals and voting matters.
2. Vote shares by the deadline using the provided Internet, telephone, or mail options.
3. Attend the virtual annual meeting via webcast to participate and ask questions.

Key Dates

• 2024-05-02: 2024 Annual Meeting of Stockholders — Key date for stockholder participation and voting.

Year-Over-Year Comparison

This is a DEF 14A filing for the 2024 Annual Meeting, following previous filings related to corporate governance and financial reporting.

Key Financial Figures

• $593 million — tal, in February 2023 for approximately $593 million and pension liabilities, further simpli
• $280 million — tal annualized run-rate of greater than $280 million in savings at the end of 2023. Expand
• $350 million — dividend and repurchased approximately $350 million worth of our stock: Increased our qua
• $169 million — uary 2023 and distributed approximately $169 million in dividends in 2023, making this the t
• $472 million — phasis include: Financial : Delivered $472 million of adjusted EBITDA (1) and $21 million
• $21 million — $472 million of adjusted EBITDA (1) and $21 million in free cash (2) ; realized $297 millio
• $297 million — $21 million in free cash (2) ; realized $297 million in cost improvement through our Optimiz
• $520 million — P and Fitch; and returned approximately $520 million to stockholders through dividends and s
• $1.8 billion — urchases, building on the approximately $1.8 billion of share repurchases we completed betwe
• $250,000 — eset goals and capped any such award at $250,000. With these actions, the Committee re
• $17,500 — solicit proxies and agreed to pay them $17,500 and reimburse them for out-of-pocket ex

Filing Documents

• tm242902d3_def14a.htm (DEF 14A) — 2805KB
• bc_adjustebitda-pn.jpg (GRAPHIC) — 55KB
• bc_capvstsr-pn.jpg (GRAPHIC) — 65KB
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• bc_tsrtrgt-pn.jpg (GRAPHIC) — 60KB
• fc_cashperf-pn.jpg (GRAPHIC) — 20KB
• ic_chair-pn.gif (GRAPHIC) — 1KB
• ic_checkma-pn.gif (GRAPHIC) — 1KB
• ic_member-pn.gif (GRAPHIC) — 1KB
• ic_sharehold-4c.jpg (GRAPHIC) — 17KB
• lg_huntsman-pn.jpg (GRAPHIC) — 12KB
• pc_boarreppn.jpg (GRAPHIC) — 100KB
• pc_trgt-pn.jpg (GRAPHIC) — 36KB
• ph_curtisespeland-4clr.jpg (GRAPHIC) — 37KB
• ph_cynthiaegan-4clr.jpg (GRAPHIC) — 45KB
• ph_danieleferrari-4clr.jpg (GRAPHIC) — 42KB
• ph_davidsewell-4clr.jpg (GRAPHIC) — 42KB
• ph_jantighe-4clr.jpg (GRAPHIC) — 46KB
• ph_jeannemcgovern-4clr.jpg (GRAPHIC) — 54KB
• ph_joseantonio-4clr.jpg (GRAPHIC) — 40KB
• ph_marybeckerle-4clr.jpg (GRAPHIC) — 61KB
• ph_peterhuntsman-4clr.jpg (GRAPHIC) — 37KB
• ph_soniadula-4clr.jpg (GRAPHIC) — 40KB
• px_huntsmanproxy1pg01-bw.jpg (GRAPHIC) — 237KB
• px_huntsmanproxy1pg02-bw.jpg (GRAPHIC) — 246KB
• sg_davidstryker-bw.jpg (GRAPHIC) — 4KB
• sg_peterhuntsman-bw.jpg (GRAPHIC) — 5KB
• 0001104659-24-037899.txt (&nbsp;) — 7470KB
• hun-20231231.xsd (EX-101.SCH) — 9KB
• hun-20231231_def.xml (EX-101.DEF) — 8KB
• hun-20231231_lab.xml (EX-101.LAB) — 29KB
• hun-20231231_pre.xml (EX-101.PRE) — 10KB
• tm242902d3_def14a_htm.xml (XML) — 319KB

Security Ownership of Certain Beneficial Owners and Management

Security Ownership of Certain Beneficial Owners and Management 81 Certain Relationships and Related Transactions 83 Delinquent Section 16(a) Reports 83 Other Information 84 APPENDIX A—RECONCILIATION OF NON-GAAP FINANCIAL MEASURES A-1 HUNTSMAN2024PROXY TABLE OF CONTENTS HUNTSMAN CORPORATION: PROXY STATEMENT SUMMARY HUNTSMAN PROXY STATEMENT SUMMARY To assist you in reviewing the proposals to be voted upon at the 2024 Annual Meeting of Stockholders, including any postponements, adjournments or continuations thereof, (the "Annual Meeting") of Huntsman Corporation ("Huntsman" or the "Company"), this summary highlights information contained elsewhere in this Proxy Statement. This summary does not contain all the information you should consider. You should read the entire Proxy Statement carefully before voting. The 2023 Annual Report on Form 10-K for the year ended December 31, 2023 ("2023 Form 10-K"), the Notice of Annual Meeting, this Proxy Statement and the accompanying form of proxy card are first being sent to stockholders of record as of March 7, 2024, on or about March 22, 2024. For further information on how to attend and participate in the virtual Annual Meeting, please see "Additional Details Regarding the Annual Meeting" on page 7 of the Proxy Statement. ANNUAL MEETING DETAILS Date and Time Virtual Meeting Site 9:00 a.m. Central Time, on May 2, 2024 www.virtualshareholdermeeting.com/HUN2024 Record Date Common Stock Outstanding as of the Record Date March 7, 2024 172,994,653 MEETING AGENDA AND VOTING RECOMMENDATIONS Proposal Board Recommendation 1. Election of 10 nominees to serve as directors until the 2025 Annual Meeting of Stockholders or her/his earlier resignation, removal or death FOR ALL nominees 2. Advisory vote to approve named executive officer compensation FOR 3. Ratification of appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the year

EXECUTIVE COMPENSATION (PROPOSAL 2)

EXECUTIVE COMPENSATION (PROPOSAL 2) WE ASK THAT YOU VOTE TO APPROVE OUR SAY-ON-PAY PROPOSAL At the Annual Meeting, our stockholders will again have an opportunity to cast an advisory say-on-pay vote on the compensation paid to our named executive officers ("NEOs"). We ask you to vote " FOR " to approve our NEO compensation using the enclosed proxy card. Please see "Proposal 2—Advisory Vote to Approve Named Executive Officer Compensation." Please also read our "Compensation Discussion and Analysis" beginning on page 35 for more information regarding our executive compensation program in 2023. EXECUTIVE SUMMARY The Compensation Committee believes that the design of our executive compensation program achieves the Committee's primary objective of aligning the financial interests of our NEOs with the creation of long-term stockholder value, as reflected by the pay outcomes in 2023. 4 HUNTSMAN2024PROXY TABLE OF CONTENTS HUNTSMAN CORPORATION: PROXY STATEMENT SUMMARY COMPANY PERFORMANCE HIGHLIGHTS COMPENSATION STRUCTURE AND DECISIONS 2023 was a challenging year for our Company due to weak global markets and continued chemical industry destocking. Within this environment, we delivered a solid performance on key financial, strategic, and ESG initiatives. Points of emphasis include: Financial : Delivered $472 million of adjusted EBITDA (1) and $21 million in free cash (2) ; realized $297 million in cost improvement through our Optimization Program; maintained investment grade credit ratings with Moody's, S&P and Fitch; and returned approximately $520 million to stockholders through dividends and share repurchases Total Shareholder Return : Achieved a cumulative TSR of 8.7% for the three-year period ended December 31, 2023, which ranked at the 50 th percentile among our 2021 Performance Peers (3) ; completed $350 million in share repurchases, building on the approximately $1.8 billion of share repurchases we completed between 2018 and 2022; and increase

View Full Filing

View this DEF 14A filing on SEC EDGAR