Axalta Coating Systems 2024 Annual Meeting Set for June 6

Ticker: AXTA · Form: DEF 14A · Filed: 2024-04-24T00:00:00.000Z

Sentiment: neutral

Topics: proxy-statement, annual-meeting, governance

Related Tickers: AXTA

TL;DR

Axalta's 2024 shareholder meeting is June 6th. 2023 was a record year, expect more growth.

AI Summary

Axalta Coating Systems Ltd. is holding its 2024 Annual General Meeting of Members on June 6, 2024. The company reported a strong 2023 with record annual net sales and Adjusted EBITDA, and is focused on continued innovation and sustainable growth. Proxy materials, including the Notice of Meeting and Annual Report, are available online.

Why It Matters

Shareholders will vote on company matters, influencing the future direction and governance of Axalta Coating Systems.

Risk Assessment

Risk Level: low — This is a standard proxy statement for an annual general meeting, not indicating immediate financial distress or significant new risks.

Key Numbers

Key Players & Entities

FAQ

When is the 2024 Annual General Meeting of Members for Axalta Coating Systems Ltd.?

The meeting is scheduled for Thursday, June 6, 2024, at 10:00 a.m. eastern time.

Where can shareholders find the proxy materials for the meeting?

Proxy materials, including the Notice of Internet Availability, Notice of Annual General Meeting, Proxy Statement, and Annual Report, are available at www.proxydocs.com/AXTA.

What was the company's performance in 2023?

Axalta Coating Systems Ltd. achieved record annual net sales and Adjusted EBITDA in 2023.

What is the company's stated focus for the future?

The company is committed to innovating smarter solutions and positioning itself for sustainable growth.

What is the filing form for this document?

This document is a DEF 14A filing, a Definitive Proxy Statement.

Filing Stats: 4,427 words · 18 min read · ~15 pages · Grade level 16.1 · Accepted 2024-04-24 16:16:21

Key Financial Figures

Filing Documents

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 64 CEO PAY RATIO 73 PAY VERSUS PERFORMANCE 74 EQUITY COMPENSATION PLAN INFORMATION 77

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 78 QUESTIONS AND ANSWERS ABOUT THE ANNUAL MEETING AND VOTING 80 SHAREHOLDER PROPOSALS FOR THE COMPANY'S 2025 ANNUAL GENERAL MEETING OF MEMBERS 84 AVAILABLE INFORMATION 84 INCORPORATION BY REFERENCE 85 APPENDIX A - NON-GAAP MEASURES A-1 2024 PROXY STATEMENTi Table of Contents PROXY SUMMARY This proxy statement (the "Proxy Statement") and accompanying proxy materials are being furnished to the members (referred to herein as "shareholders" or "members") of Axalta Coating Systems Ltd., a Bermuda exempted company (the "Company," "Axalta," "we," "our" and "us"), in connection with the solicitation of proxies by the board of directors of the Company (the "Board" or the "Board of Directors") for use at the 2024 Annual General Meeting of Members, and at any adjournment or postponement thereof (the "Annual Meeting"), for the purposes set forth in the accompanying Notice of 2024 Annual General Meeting of Members. This summary highlights information contained elsewhere in this Proxy Statement and in the Company's 2023 Annual Report (which includes the Company's Form 10-K for the year ended December 31, 2023). For more complete information about these topics, please review the Company's complete Proxy Statement and 2023 Annual Report. Please also see the Questions and Answers section beginning on page 80 for important information about proxy materials, voting, Company documents and communications. 2024 Annual General Meeting Date: Thursday, June 6, 2024 Place: Axalta Corporate Headquarters & Global Innovation Center 1050 Constitution Avenue Philadelphia, PA 19112, U.S.A. Time: 10:00 a.m., eastern time Record Date: April 12, 2024 Note Regarding Forward-Looking Statements Many statements made in this Proxy Statement are not statements of historical fact, including statements about our beliefs and expectations, and are "forward-looking statements" within the meaning o

Executive Compensation Highlights

Executive Compensation Highlights We maintain several guiding principles with respect to the Company's executive compensation programs, and review our compensation programs on an ongoing basis to ensure that market and regulatory best practices, as well as input from our shareholders, are considered and addressed, including: Performance-Based Compensation – a significant amount of our executive officers' compensation is performance-based, including awards of performance-based stock in 2023 tied to our achievement of Adjusted EBITDA targets and total shareholder return relative to the S&P 400 MidCap Index over a three-year period. The 2023 performance-based stock awards comprise approximately 60% of the target grant date fair value of the 2023 long-term equity awards granted to executive officers. Significant At-Risk Pay – we believe that a significant portion of our named executive officers' ("NEOs") compensation should be earned based on the Company's performance. As set forth in more detail in "Compensation Discussion and Analysis – Pay For Performance" below, 87% of our CEO's target pay and, on average, 74% of our other NEOs' target pay was at risk in 2023 (i.e., annual performance-based compensation and long-term equity incentive awards). Incentive Compensation Recoupment Policies – effective December 2023, the Compensation Committee adopted a clawback policy, which applies to certain of the Company's executive officers (as defined in the NYSE rules), to comply with rules recently adopted by the SEC and NYSE. In accordance with such rules, recoupment under this clawback policy is triggered by the requirement to restate previously issued financial statements under certain circumstances. The Company maintains another incentive compensation recoupment policy that applies to all members of our Executive Committee and certain other members of our senior leadership team, which is triggered by a financial restatement as well as certain other circumstances, in

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