UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D. C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

Date of report (Date of earliest event reported):  April 25, 2019

ASHLAND GLOBAL HOLDINGS INC.

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction of incorporation) 

 

 

50 E. RiverCenter Boulevard

Covington, Kentucky 41011

Registrant’s telephone number, including area code (859) 815-3333

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

Emerging growth company   ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

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

 

 

On April 25, 2019, Mr. Guillermo Novo was elected to serve on the Board of Directors of Ashland Global Holdings Inc. (“Ashland”) effective May 22, 2019.  He will enter into Ashland’s standard Director Indemnification Agreement and will receive compensation as a non-employee director in accordance with Ashland’s non-employee director compensation program described under the caption “Compensation of Directors” in Ashland’s definitive proxy statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on January 2, 2019.  Under the non-employee director compensation program, Mr. Novo will receive a grant of restricted stock units, pro-rated from the date of appointment until the next annual meeting of stockholders.  Mr. Novo is expected to stand for election at the Company’s 2020 annual meeting of stockholders.  In addition, also effective May 22, 2019, Michael J. Ward, who had previously announced his upcoming retirement in Ashland’s Form 8-K filed January 14, 2019, will retire.  

 

The election of Mr. Novo to Ashland’s Board of Directors is discussed in more detail in the news release (the “News Release”) attached hereto as Exhibit 99.1, which is incorporated by reference into this Item 5.02.

 

 

Item 8.01. Other Events

 

 

On April 29, 2019, Ashland issued a News Release relating to the retirement of Mr. Ward and the election of Mr. Novo to the Board of Directors.

 

The News Release is attached as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference.

 

 

Item 9.01.  Financial Statements and Exhibits

 

 

 

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SIGNATURES

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.

 

 

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Ashland appoints Guillermo Novo to board of directors

 

COVINGTON, Kentucky, April 29, 2019 – Ashland (NYSE: ASH) today announced it has appointed Guillermo Novo, a long-time specialty materials industry executive, to its board of directors effective May 22, 2019.

Guillermo Novo has served as the president and chief executive officer of Versum Materials, one of the most highly regarded Semiconductor Materials suppliers since 2016. Prior to that, he was executive vice president, Materials Technologies of Air Products and Chemicals Inc., a position he held from 2012-2016. Mr. Novo served as group vice president, Dow Coating Materials from 2010-2012. Earlier in his career, Mr. Novo progressed through a variety of commercial, marketing and management positions over the course of 24 years with Dow (Rohm and Hass prior to a 2009 merger). He is a graduate of the University of Central Florida and earned an MBA from the University of Michigan.

Michael J. Ward, having served on the Ashland board for 18 years, will retire from the board in connection with the appointment of Mr. Novo on May 22, 2019.

"On behalf of the board and management team, I want to thank Michael for his contributions over the years. He was invaluable in designing and implementing the transformation of Ashland into a leading specialty chemicals company, and we wish him well in his retirement,” said Bill Wulfsohn, Ashland chairman and chief executive officer.

“We look forward to welcoming Guillermo to our board to complement the skills and expertise of our existing board members. His extensive leadership and proven track record in the specialty materials industry make him a valuable addition to the Ashland board."

These actions were taken by the Ashland board in consultation with Neuberger Berman, one of the company’s largest shareholders and a long-term Ashland shareholder, along with input from other shareholders

“We appreciate the tireless effort of Neuberger Berman in helping us to identify an outstanding addition to the Board,” said Wulfsohn.

About Ashland

Ashland Global Holdings Inc. (NYSE: ASH) is a premier global specialty chemicals company serving customers in a wide range of consumer and industrial markets, including adhesives, architectural coatings, automotive, construction, energy, food and beverage, nutraceuticals, personal care and pharmaceutical. At Ashland, we are approximately 6,000 passionate, tenacious solvers - from renowned scientists and research chemists to talented engineers and plant operators - who thrive on developing practical, innovative and elegant

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solutions to complex problems for customers in more than 100 countries. Visit ashland.com to learn more.

 

C-ASH

 

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