Silgan Holdings Announces Corporate Governance Updates

Rhea-AI Summary

Silgan Holdings Inc. (NYSE:SLGN) entered into a new amended and restated stockholders agreement with co-founders D. Greg Horrigan and R. Philip Silver. This agreement removes their contractual right to nominate all Directors while retaining the right to nominate one Director as long as they own at least 5% of the company's Common Stock. A new Nominating Committee comprised of independent Directors has been established to assist in identifying qualified Board nominees. Silgan reported annual net sales of approximately $5.7 billion in 2021 and operates 112 manufacturing facilities globally.

Positive

• Retention of co-founders' ability to nominate one Director under new agreement.
• Establishment of a Nominating Committee to enhance Board governance.

Negative

• Removal of co-founders' right to nominate all Directors may dilute their influence.

STAMFORD, Conn.--(BUSINESS WIRE)-- Silgan Holdings Inc. (NYSE:SLGN), a leading supplier of sustainable rigid packaging for the world’s essential consumer goods products, announced today that it entered into a new amended and restated stockholders agreement with its co-founders, D. Greg Horrigan and R. Philip Silver, which amends the existing stockholders agreement to remove the contractual right of the co-founders of the Company to nominate for election all Directors of the Company so long as they and their affiliates held a certain amount of shares of Common Stock of the Company. The co-founders of the Company and their affiliates still as of today hold more than such amount of shares of Common Stock of the Company. Under the new amended and restated stockholders agreement, the co-founders, so long as they and their affiliates own at least five percent of the Common Stock of the Company, retain the right to nominate one nominee for election as a Director of the Company, which nominee must be one of the co-founders.

As a result of the new amended and restated stockholders agreement which removed the contractual right of the co-founders of the Company to nominate for election all Directors of the Company, the Board of Directors of the Company established a Nominating Committee of the Board of Directors which consists of all of the independent Directors of the Company. The primary responsibility of the new Nominating Committee of the Board of Directors of the Company will be to assist the Board of Directors in identifying qualified candidates as nominees for the Board of Directors of the Company.

Silgan is a leading supplier of sustainable rigid packaging solutions for the world’s essential consumer goods products with annual net sales of approximately $5.7 billion in 2021. Silgan operates 112 manufacturing facilities in North and South America, Europe and Asia. The Company is a leading worldwide supplier of dispensing and specialty closures for food, beverage, health care, garden, home, personal care, fragrance and beauty products. The Company is also a leading supplier of metal containers in North America and Europe for food and general line products. In addition, the Company is a leading supplier of custom containers for shelf-stable food and personal care products in North America.

View source version on businesswire.com: https://www.businesswire.com/news/home/20221128005731/en/

Robert B. Lewis

(203) 406-3160

Source: Silgan Holdings Inc.

FAQ

What is the new stockholders agreement for Silgan Holdings (SLGN)?

Silgan's new stockholders agreement allows co-founders to nominate one Director instead of all Directors, provided they own at least 5% of the Common Stock.

What changes occurred in the Board of Directors for Silgan (SLGN)?

A new Nominating Committee of independent Directors has been established to identify qualified Board nominees.

What are the recent financial results for Silgan Holdings (SLGN)?

Silgan reported annual net sales of approximately $5.7 billion in 2021.