WILMINGTON, DE — Ashland Inc. (NYSE: ASH) added two independent directors and formed a board committee to review capital allocation under a cooperation agreement with shareholder Ancora Holdings Group LLC, increasing investor influence over strategy and governance.
Peter Thomas and Allen Spizzo joined the board effective immediately and are expected to stand for election at Ashland’s 2027 annual meeting.
Thomas previously served as chair, president and chief executive officer of Ferro Corp. Spizzo is a former vice president and chief financial officer of Hercules Inc. and affiliated companies.
Ashland will temporarily expand its board to 11 members before reducing it to 10 at the 2027 annual meeting.
The company also created a Capital Allocation Advisory Committee to evaluate and make recommendations on capital deployment and strategic planning.
Director Scott Tozier will chair the committee. Members will include Bertrand Loy, Susan L. Main, Thomas and Spizzo, while Ashland Chair and Chief Executive Officer Guillermo Novo will participate as a non-voting member.
The agreement follows engagement between Ashland and Ancora, which the company described as a meaningful shareholder. Ancora agreed to customary standstill and voting provisions as part of the arrangement.
“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,” Main, Ashland’s lead independent director, stated.
Ancora Chair and Chief Executive Officer Fred DiSanto and Ancora Alternatives President Jim Chadwick described the board additions and committee formation as steps that increased their confidence in Ashland’s direction.
The company plans to file the full cooperation agreement with the U.S. Securities and Exchange Commission on Form 8-K.
Citi and Lazard advised Ashland on the transaction, while Latham & Watkins LLP served as legal counsel. FGS Global advised Ashland on communications.
Olshan Frome Wolosky LLP served as Ancora’s legal counsel, and Longacre Square Partners LLC acted as strategy adviser.
Support the local news that supports Chester County. MyChesCo delivers reliable, fact-based reporting and essential community resources—free for everyone. If you value that, click here to become a patron today.