Ashland Inc.

07/21/2025 | Press release | Distributed by Public on 07/21/2025 15:02

Management Change/Compensation (Form 8-K)

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On May 5, 2025, the Board of Directors (the "Board") of Ashland Inc. (the "Company") appointed William Whitaker as Interim Chief Financial Officer and Principal Financial Officer of the Company, effective May 6, 2025. On July 18, 2025, the Board permanently appointed Mr. Whitaker to the role of Senior Vice President, Chief Financial Officer and Principal Financial Officer of the Company.

In connection with Mr. Whitaker's appointment, he will (i) receive an annual base salary of $414,600; (ii) be eligible to receive a target annual incentive award of 65% of his annual base salary; (iii) be eligible to receive long term incentive award of up to 265% of his annual base salary; and (iv) receive an initial equity grant with a grant date fair market value of $1,100,000, consisting of (a) 40% in the form of Restricted Stock Units ("RSUs"), the final number of RSUs to be determined by dividing the final aggregate value of the award by the Company's closing share price on July 18, 2025 (the "Grant Date"), with such equity award to vest equally in three equal annual installments beginning on November 20, 2026, subject to the terms and conditions of the Company's 2021 Omnibus Plan; and (b) 60% in the form of Performance Share Units ("PSUs"), with such PSUs to fully vest on November 20, 2029, subject to the terms and conditions of the Company's 2021 Omnibus Plan.

Biographical information for William Whitaker, as well as other pertinent details, can be found in the Item 5.02 section of the Current Report on Form 8-K filed with the Securities and Exchange Commission on May 5, 2025, which is incorporated by reference herein.

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