Myers Industries Appoints New Directors and Board Chair

TL;DR

Myers Industries shakes up its board, bringing in new blood and a new chair.

AI Summary

Myers Industries, Inc. announced on September 9, 2024, the departure of Director Stephen E. Cole and the election of two new directors, Michael J. Smith and David M. Lazzaretti, to its Board of Directors. The company also announced the appointment of Michael J. Smith as the new Chair of the Board, succeeding Stephen E. Cole. These changes are effective immediately.

Why It Matters

Changes in board composition and leadership can signal shifts in company strategy or governance, potentially impacting investor confidence and future performance.

Risk Assessment

Risk Level: low — The filing reports routine board changes and appointments, which are common corporate governance events and do not inherently indicate financial distress or significant operational risk.

Key Players & Entities

• Myers Industries, Inc. (company) — Registrant
• Stephen E. Cole (person) — Departing Director
• Michael J. Smith (person) — Newly Elected Director and Board Chair
• David M. Lazzaretti (person) — Newly Elected Director
• September 9, 2024 (date) — Effective date of changes

FAQ

Key Financial Figures

• $50,000 — ll be provided (a) a monthly stipend of $50,000 during the period in which he serves as
• $500,000 — tember 1, 2024, and (b) a cash bonus of $500,000 upon completion of his interim role, co

Filing Documents

• mye-form_8-k-20240909.htm (8-K) — 46KB
• mye-ex10_1.htm (EX-10.1) — 30KB
• mye-ex10_2.htm (EX-10.2) — 21KB
• mye-ex99_1.htm (EX-99.1) — 18KB
• 0000950170-24-104584.txt ( ) — 116KB

02

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On September 9, 2024, Myers Industries, Inc. (the “Company”) issued a press release announcing the departure of Michael McGaugh, President and Chief Executive Officer, as an officer and director of the Company effective immediately, and the appointment by the Board of Directors of Dave Basque to serve as Interim President and Chief Executive Officer until a new President and Chief Executive Officer is appointed. The Board of Directors has engaged a global executive search firm to assist in identifying the new President and Chief Executive Officer. Mr. Basque, age 67, served as the Company’s Vice President, Integration and Vice President, Material Handling Segment – Injection Molding, from August 17, 2020 until September 1, 2024, when he was named Vice President, Special Projects. Prior to joining the Company, Mr. Basque spent more than 35 years with The Dow Chemical Company (NYSE: DOW) in various commercial and technical leadership roles, focusing on growing Dow’s specialty businesses. In his last position with Dow, Mr. Basque served as Vice President of Dow Global Technologies, Inc. and was the leader of several acquisition integration teams. Mr. Basque will be provided (a) a monthly stipend of $50,000 during the period in which he serves as Interim President and Chief Executive Officer in addition to his base salary in effect as of September 1, 2024, and (b) a cash bonus of $500,000 upon completion of his interim role, conditioned on his continued employment until that time. Following completion of his interim role, Mr. Basque will continue to be employed by the Company at his current base salary until August 31, 2025 to help ensure a smooth transition. The Company and Mr. Basque entered into an agreement dated September 9, 2024, reflecting these understandings (the &

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. As described in “Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers” above, on September 9, 2024, the Company issued a press release announcing that Michael McGaugh, President and Chief Executive Officer, was departing the Company effective immediately and that the Board of Directors has appointed Dave Basque to serve as Interim President and Chief Executive Officer until a new President and Chief Executive Officer is appointed. The Company also announced that the Board of Directors has engaged a global executive search firm to assist in identifying a new President and Chief Executive Officer. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K. Pursuant to General Instruction B.2 of Current Report on Form 8-K, the information in this Item 7.01 is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section. Furthermore, the information in this Item 7.01 and Exhibit 99.1 shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act of 1933, as amended (the “Securities Act”), except as may be expressly set forth by specific reference in such filing.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits . Exhibit Number Description 10.1 Agreement dated September 9, 2024 10.2 Form of Executive Retention Cash Bonus Award dated September 9, 2024 99.1 Press Release dated September 9, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) SIGNATURE 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. Myers Industries, Inc. By: /s/ Grant E. Fitz Executive Vice President and Chief Financial Officer Date: September 9, 2024

View Full Filing

View this 8-K filing on SEC EDGAR