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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
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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 January 27, 2021, Myers Industries, Inc. (the “Company”) issued a press release announcing the appointment of Sonal P. Robinson as Executive Vice President of Finance effective February 1, 2021. The Company also announced that Ms. Robinson will assume the role of Executive Vice President and Chief Financial Officer in March 2021. The full text of the Company’s press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.
Ms. Robinson, age 52, most recently served as Vice President and Treasurer of The J.M. Smucker Company (“Smucker”) from 2016 through 2020. Ms. Robinson’s prior roles during her 27-year tenure at Smucker included Vice President, Finance for the U.S. Retail Coffee segment and Vice President, Investor Relations.
Ms. Robinson’s base salary initially will be $435,000, subject to annual review. Ms. Robinson will be eligible to participate in the Company’s annual incentive program at a target benefit of 60% of her annual base salary on a pro-rated basis for the 2021 calendar year. Ms. Robinson will also be eligible to participate in the Company’s long-term incentive program at a target award value of 90% of her annual base salary. Ms. Robinson is also eligible to participate in the Company’s Senior Officer Severance Plan (“Severance Plan”) which provides severance benefits under certain events of termination as described in the Company’s Current Report on Form 8-K filed February 27, 2020, and as amended effective April 6, 2020 as described in the Company’s Current Report on Form 8-K filed April 6, 2020. The Company has also entered into a Non-Competition and Confidentiality Agreement with Ms. Robinson effective February 1, 2021 as a condition of her participation in the Severance Plan, under terms and conditions substantively consistent with agreements entered into with other executive officers, including a noncompete period of 12 months following any termination and restrictive covenants prohibiting solicitation of Company customers and employees. The foregoing summary is not complete and is qualified in its entirety by reference to the full and complete terms of the Non-Competition and Confidentiality Agreement, a copy of which is attached as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
| 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 January 27, 2021, the Company issued a press release announcing the appointment of Sonal P. Robinson as Executive Vice President of Finance effective February 1, 2021 and announcing that Ms. Robinson will assume the role of Executive Vice President and Chief Financial Officer in March 2021. The full text of the Company’s 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 Exchange Act, or otherwise subject to the liability of that section. Furthermore, the information in this Item 7.01 shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act except as may be expressly set forth by specific reference in such filing.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits. |
| Exhibit |
Description | |
| 10.1 | Non-Competition and Confidentiality Agreement dated January 26, 2021 and effective February 1, 2021 | |
| 99.1 | Press Release dated January 27, 2021 | |
| 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/ Andrean R. Horton | |
| Andrean R. Horton, Esq. | ||
| Chief Legal Officer and Secretary | ||
Date: January 27, 2021
