Ashland announced the appointments of two new independent members of the Company Board of Directors and the formation of a Capital Allocation Advisory Committee as part of its entry into a cooperation agreement with Ancora Holdings Group, a meaningful stockholder.
Peter Thomas and Allen Spizzo will join the Board as independent members, effective immediately. Thomas is the former chair, chief executive officer, and president of Ferro Corporation. Spizzo is the former vice president and chief financial officer of Hercules Incorporated and its affiliated entities. Both will next stand for election at the Ashland 2027 Annual Meeting of Stockholders, and the Board will temporarily expand to 11 members before reducing to 10 members at that meeting.
Thomas brings more than three decades of executive leadership in specialty chemicals and materials, having served as Chairman, CEO, and President of Ferro Corporation until its sale to Prince International in 2022, and previously served as an independent director of Berry Global until its sale to Amcor in 2025. Spizzo brings substantial financial and strategic industry expertise, having served as Vice President and CFO of Hercules Incorporated until its sale to Ashland in 2008, and currently serves on the board of Liberty Waste Solutions.
The newly formed Capital Allocation Advisory Committee will support and make recommendations to the Board regarding the company’s capital allocation approach and strategic planning. The Committee will be chaired by current director Scott Tozier, joined by fellow directors Bertrand Loy and Susan L. Main, as well as Thomas and Spizzo, with Guillermo Novo serving as a non-voting member. Under the terms of the agreement, Ancora has agreed to customary standstill and voting commitments.
Citi and Lazard are serving as financial advisors and Latham & Watkins is serving as legal counsel to Ashland. FGS Global is serving as strategic communications advisor. Olshan Frome Wolosky is serving as legal counsel and Longacre Square Partners is serving as strategy advisor to Ancora.
KEY QUOTES:
“We are pleased to strengthen our Board by adding Peter and Allen, both of whom possess deep executive leadership and operational experience in the specialty chemicals industry. Their independent perspectives, combined with our current directors’ deep knowledge of Ashland business, strategy and financials, will support our continued focus on enhancing stockholder value.”
Guillermo Novo, Chair and CEO, Ashland
“We value the perspectives of all our stockholders and have appreciated their constructive engagement and recent input on Board refreshment. The appointments of Peter and Allen, together with the formation of a Capital Allocation Advisory Committee, reflect our continued commitment to strong corporate governance and stockholder value creation.”
Susan L. Main, Lead Independent Director, Ashland
“We always strive to maintain productive and private engagement with the companies we invest in. As we engaged with Guillermo and Ashland leadership, it became clear that they, like us, are focused on driving shareholder value. Ashland has exceptional assets and strong opportunities in front of it.”
Fred DiSanto, Chair and CEO, Ancora, and Jim Chadwick, President, Ancora Alternatives
