DEF 14A of Avient Corp, Mar 27, 2025

DEF 14A of Avient Corp

Filed Mar 27, 2025 · FY20240001122976-25-000019

Open on EDGAR

  1. ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

    | Pay Versus Performance Disclosure | 72 | | Compensation Committee Interlocks and Insider Participation | 76 | | Risk Assessment of the Compensation Programs | 76 | | Compensation Committee Report | 76 | | Miscellaneous Provisions | 77 | | Appendix A | 80 |

  2. Avon Lake, Ohio 44012

    Avon Lake, Ohio 44012 Proxy Statement We are providing the enclosed proxy materials to you in connection with the solicitation by the Board of Directors (the “Board”) of Avient Corporation ("Avient," "Avient Corporation," or the “Company”) of proxies to be voted at the Annual Meeting of Shareholders to be held on Wednesday, May 14, 2025 (the “Annual Meeting”), and at any adjournments or postponements thereof. We began making our proxy materials available to shareholders on March 27, 2025. Proxy Summary This summary does not contain all of the information that you should consider, and you should read the entire proxy statement carefully before voting. Voting and Meeting Information Your vote is important to the future of the Company. Please carefully review the proxy materials for the Annual Meeting, which will be held virtually via live webcast on Wednesday, May 14, 2025 at 9:00 a.m. Eastern Time at www.virtualshareholdermeeting.com/AVNT2025. Follow the instructions below to cast your vote on all of the voting matters. The Annual Meeting will be conducted virtually because doing so enables greater shareholder attendance and participation from any location around the world, and reduces the cost and environmental impact of the Annual Meeting. We have designed the virtual Annual Meeting to provide substantially the same opportunities to participate as you would have at an in-person meeting. Attendance and Participation Our Annual Meeting will be conducted on the internet via live webcast. You will be able to attend and participate in the Annual Meeting online and submit your questions during the Annual Meeting by visiting www.virtualshareholdermeeting.com/AVNT2025. Shareholders will be able to vote their shares electronically during the Annual Meeting. Shareholders as of the close of business on March 18, 2025, the record date for the Annual Meeting (the "Record Date"), may attend and participate in the Annual Meeting. To attend and participate in the Annual Meeting, you will need the 16-digit control number included on the Notice of Internet Availability of Proxy Materials, proxy card, and/or voting instruction card. The Annual Meeting webcast will begin promptly at 9:00 a.m. Eastern Time. We encourage you to access the Annual Meeting prior to the start time. Online access will begin at 8:45 a.m. Eastern Time. The virtual Annual Meeting platform is fully supported across browsers and devices running the most updated version of applicable software and plugins. Participants should confirm that they have a strong Wi-Fi connection wherever they intend to attend and participate in the Annual Meeting. Participants should also give themselves plenty of time to log in prior to the start of the Annual Meeting. Who is Eligible to Vote You are entitled to vote if you were a shareholder as of the close of business on the Record Date. Each common share is entitled to one vote for each Director nominee and one vote for each of the other proposals to be voted on at the Annual Meeting. •Shareholders of Record: If your shares are registered directly in your name with our transfer agent, EQ Shareowner Services, you are considered the shareholder of record with respect to those shares. As a shareholder of record, you may vote during the Annual Meeting by participating in the Annual Meeting online and following the instructions posted at www.virtualshareholdermeeting.com/AVNT2025 or you may vote by proxy. •Beneficial Owners of Shares Held in Street Name: If your shares are held in an account at a brokerage firm, bank, or other similar organization, you are the beneficial owner of shares held in “street name,” and the organization with which you have an account is considered the shareholder of record for purposes of voting. As a beneficial owner, you have the right to instruct that organization on how to vote the shares held in your account. You are also invited to attend and participate in the Annual Meeting online at www.virtualshareholdermeeting.com/AVNT2025. •If you are a participant in the Avient Retirement Savings Plan, you must sign and return your voting instruction card by 11:59 p.m. (ET) on May 12, 2025 to instruct the trustee on how to vote the shares held under the plan. You will not be able to vote shares held in this plan electronically online during the Annual Meeting. Advance Voting Methods Even if you plan to attend and participate in our Annual Meeting, please cast your vote as soon as possible using one of the following advance voting methods:

  3. Avon Lake, Ohio 44012

    | | Visit www.proxyvote.com to vote your proxy over the internet until 11:59 p.m. (ET) on May 13, 2025. | | | Call +1-800-690-6903 to vote your proxy by telephone until 11:59 p.m. (ET) on May 13, 2025. | | | Sign, date and return your proxy card and/or voting instruction card to vote by mail. |

  4. Avon Lake, Ohio 44012

    Common shares represented by a properly signed proxy card will be voted in accordance with the choices marked on the card. If no choices are marked, the shares will be voted FOR the: (1) election of twelve Director nominees to our Board; (2) approval, on an advisory basis, of Named Executive Officer compensation; and (3) ratification of the appointment of Ernst & Young LLP ("EY") as our independent registered public accounting firm for the fiscal year ending December 31, 2025.

  5. Avon Lake, Ohio 44012

    | Each shareholder’s vote is important. Please submit your vote and proxy by internet or telephone, or complete, sign, date and return your proxy card or voting instruction card. |

  6. Avon Lake, Ohio 44012

    Voting During the Annual Meeting Shareholders may vote their shares electronically online during the Annual Meeting. If you choose to vote your shares online during the Annual Meeting, follow the instructions posted at www.virtualshareholdermeeting.com/AVNT2025. You will need the 16-digit control number included on your Notice of Internet Availability of Proxy Materials, proxy card and/or voting instruction card. Voting electronically online during the Annual Meeting will replace any previous votes. Participants in the Avient Retirement Savings Plan will not be able to vote shares held in this plan electronically online during the Annual Meeting. Questions Shareholders may submit questions during the Annual Meeting. If you wish to submit a question, you may do so by logging into the virtual meeting platform at www.virtualshareholdermeeting.com/AVNT2025, and following the instructions on the meeting platform. Questions pertinent to Annual Meeting matters will be answered during the Annual Meeting, subject to time constraints. Questions regarding personal matters, including, but not limited to, those related to employment or product issues, are not pertinent to Annual Meeting matters and therefore will not be answered. 2024 was an important year of change for Avient. We developed and launched a new strategy to deliver and accelerate organic growth. Our purpose at Avient is to be an innovator of materials solutions that help our customers succeed, while enabling a sustainable world. Our local touch and customer engagement, combined with our global reach, allows us to serve customers with agility. We harness the collective strength of 9,000+ employees worldwide to collaborate and build on each other’s ideas. In doing so, we innovate materials solutions that help our customers overcome their challenges or capitalize on opportunities provided by the fast-changing world and secular trends. Our expanding portfolio of offerings includes colorants, advanced composites, functional additives, engineered materials, and Dyneema®, the world’s strongest fiber™. We have a two-pronged strategic approach, where we seek to intersect high-growth markets and secular trends with our technologies to (1) build new platforms of scale by playing bigger and bolder in high-growth markets, and (2) catalyze the core of our business, maximizing the impact of what we have. Our strategy utilizes four supporting strategic drivers: Portfolio Prioritization; Amplify Innovation; Digital for Operational Excellence and Growth; and Leadership, Talent and Culture for the Avient of the Future. All of this is underpinned by the established foundational strengths of Avient, which have been built and refined over the 25-year history of the Company. While our strategy has evolved, we remain committed to being a world-class organization by continuing to focus on People, Products, Planet, and Performance. People Avient has elevated our People strategy in alignment with our new Company strategy, which is captured in the strategic driver "Leadership, Talent and Culture for the Avient of the Future." The success and growth of our business depend in large part on our ability to attract, develop and retain a broad-base of talented and high-performing employees at all levels of our organization. We are committed to building additional capabilities within our organization to meet the changing needs of our customers and the dynamic macro environment in which we operate. As of December 31, 2024, Avient employed approximately 9,200 people, 34% of which were located in the U.S. and Canada, 33% were located in EMEA, 26% were located in Asia, and 7% were located in Latin America. Safety and Health A top priority at Avient is the safety and health of our employees, and our ultimate goal is to operate injury free. Progress toward this goal is measured at the business unit and regional levels, communicated globally, and linked to a number of recognition programs. In 2024, we had our safest year ever with a record low recordable incident rate. Continuous improvement and preventative risk reductions are key focus areas, and in 2024, one of our annual incentive plan metrics measured the engagement of our employees in safety activities. We also continue to be recognized as an American Chemistry Counsel Responsible Care® company and set high standards for our operations as we strive to achieve our goal of zero recordable injuries. Employee Recruitment Avient’s success is driven by having the best talent in the right roles. We actively seek collaborative and innovative change-makers who are passionate about our strategy and values through numerous channels, including employee referrals, job fairs, talent networks, industry associations, and directly from universities. Belonging and Impact We recognize the benefits that a sense of belonging brings to our organization, including delivering better business outcomes. Our talented people leverage their unique backgrounds across a myriad of aspects and skills toward a common goal: meeting the needs of the present without compromising the ability of future generations to do the same. This spirit of collaboration can be felt throughout our Company. It drives the innovation that earns us leadership positions in the markets we serve and underpins the high level of respect we show each other every day. We leverage Employee Resource Groups to help educate and inspire our global workforce and fortify strong business practices. Employee Resource Groups are open to all Avient employees and are designed to create a workplace that promotes a sense of belonging and strengthens our culture. Compensation and Benefits Programs We strive to remain competitive in the global marketplace and provide foundational rewards to attract and retain top talent. In general, our overall philosophy on compensation encompasses the following principles: •provide all levels of employees with a compensation package that aligns Avient's and the employees' interests through the use of base and incentive or bonus programs; •maintain a competitive pay program that serves to attract, retain, motivate and reward employees; and •award individual pay commensurate with experience, level of responsibility, and marketability. A Great Place to Work® Our ongoing employee feedback is highly valued, discussed, and most importantly, acted upon, to make improvements. In addition to holding action planning sessions, new manager assimilations and 360 reviews, we also conduct annual employee engagement surveys. Last year, employees in over 40 countries, and more than 130 locations participated, providing actionable feedback to support our ongoing employee engagement efforts. We are proud that our employees feel we are a Great Place to Work®, and in 2024, we received our sixth certification. Understanding how our employees feel about their experiences at Avient and our culture is critical and helps us ensure that the right competencies and behaviors are developed across the organization. Products Innovation is the lifeblood of a materials solutions company, and our transformation has been defined by the ongoing evolution of our portfolio offerings to meet the product performance and sustainability needs of our customers. We believe our innovation pipeline remains robust, as we leverage our formulation and materials science expertise. Our innovations cover a broad range of products in several end markets, from insulator rods in power distribution to life saving vests and protective materials for the military and law enforcement agencies manufactured using Dyneema® fiber.

  7. Avon Lake, Ohio 44012

    We offer a broad portfolio of technologies that help our customers succeed, while enabling a sustainable world. Our efforts focus on serving secular trends and supporting our customers' goals to lightweight, use less materials, use bio-based materials, or increase the recyclability or recycled content of their end products. Our materials science expertise can make possible equal or better product performance while using less material, reducing energy consumption, minimizing waste or by incorporating into products used for clean energy infrastructure, like wind and solar, just to name a few. As the world continues to shift from operating in a linear economy to a circular economy and to a lower carbon footprint, Avient is proud to be a part of the solution. Planet The need to take care of our precious planet continues to be important. Avient is fully committed to protecting the environment by conserving natural resources and preventing pollution. Through our environmental impact assessments within our Environmental, Health & Safety ("EH&S") Management System, we have focused on the following key topics: energy and emissions, as well as effluents and waste from our operations. Avient’s Corporate EH&S Department is responsible for overseeing these areas, and it receives input and oversight from our leadership team and Board of Directors. Performance An overarching expectation at Avient is to generate topline growth with margin expansion on the bottom line. In 2024, we delivered both, in what was a positive year for Avient where we achieved year-over-year increases in our key performance metrics. Additional performance commentary is provided in the Compensation Discussion and Analysis section of this proxy statement, on the Investor Relations section of www.avient.com, in our 2024 Annual Report and during our quarterly earnings conference calls. Information on our website is not deemed a part hereof, unless explicitly incorporated by reference. Our Director Nominees and Committee Membership You are being asked to vote on the election of twelve Director nominees. Detailed information about each Director nominee’s background, qualifications, attributes, skills and experience can be found beginning on page 11. Our Board maintains Audit ("AC"), Compensation ("CC"), Governance and Corporate Responsibility ("G&CRC"), and Environmental, Health and Safety ("EH&SC") committees. The following table provides membership and meeting information for each committee as of March 18, 2025. In addition, the table identifies the independent directors.

  8. Avon Lake, Ohio 44012

    | Name | Age | Director Since | Independent | Committee Membership (M=Member, C=Chair) | | | | | | | | | AC | CC | G&CRC | EH&SC | | Robert E. Abernathy | 70 | 2018 | Yes | M | M | | | | Richard H. Fearon | 69 | 2004 | Yes | | M | C | | | Gregory J. Goff | 68 | 2011 | Yes | | | M | C | | Neil Green | 55 | 2021 | Yes | M | | M | | | William R. Jellison | 67 | 2015 | Yes | C | | | M | | Ashish K. Khandpur | 57 | 2023 | No | | | | M | | Sandra Beach Lin | 67 | 2013 | Yes | M | | M | | | Kim Ann Mink | 65 | 2017 | Yes | M | | | M | | Ernest Nicolas | 47 | 2021 | Yes | | M | | M | | Kerry J. Preete | 64 | 2013 | Yes | | C | M | | | Patricia Verduin | 65 | 2019 | Yes | | | M | M | | William A. Wulfsohn | 63 | 2011 | Yes | M | M | | | | Number of Meetings Held in 2024 | | | | 7 | 5 | 2 | 2 |

  9. Avon Lake, Ohio 44012

    Summary of Director Nominee Skills, Experience and Background Each of our director nominees possess a balance of strategic skills, professional experiences and unique perspectives. The table below summarizes the key skills, experiences and backgrounds of each of our director nominees that are most relevant to their board service.

  10. Avon Lake, Ohio 44012

    | Skills/Experience | Abernathy | Fearon | Goff | Green | Jellison | Khandpur | Lin | Mink | Nicolas | Preete | Verduin | Wulfsohn | | Financial Knowledge of finance or financial reporting; experience with debt/capital market transactions and/or mergers and acquisitions | ● | ● | ● | | ● | ● | ● | ● | | ● | | ● | | International Experience doing business internationally or focused on international issues and operations and exposure to markets, economies, and cultures outside the U.S. | ● | ● | ● | ● | ● | ● | ● | ● | ● | ● | ● | ● | | Industry Expertise Significant experience in the Company’s businesses and industries | ● | ● | ● | | | ● | ● | ● | | ● | ● | ● | | Regulatory Experience in government and regulatory affairs, and regulated industries, including as part of a business and/or through positions with government organizations and regulatory bodies | ● | ● | ● | | | ● | ● | ● | | ● | ● | | | Technology Technical or scientific knowledge and experience implementing technology strategies | ● | | | | | ● | | ● | | | ● | ● | | Human Capital Experience in management of labor relations, in human resources, and talent management | ● | ● | ● | | | ● | ● | ● | ● | ● | ● | ● | | Operations Experience overseeing complex operations and developing and implementing operational plans and business operations strategy | ● | | ● | ● | ● | ● | ● | ● | ● | ● | ● | ● | | Corporate Governance Experience and understanding of governance matters and principles, including management accountability, transparency and protection of shareholder interests | ● | ● | ● | ● | ● | ● | ● | ● | ● | ● | ● | ● | | IT and Cybersecurity Experience and understanding of information security, data privacy and cybersecurity | | ● | | ● | ● | | | | | ● | | | | Sustainability Experience in environmental matters, community affairs, and/or corporate responsibility initiatives including sustainability | ● | ● | ● | ● | ● | ● | ● | ● | ● | ● | ● | ● | | Other Public Company Boards | 1 | 3 | — | — | 2 | 1 | 2 | 2 | — | 1 | 2 | 1 |

  11. Avon Lake, Ohio 44012

    Governance Highlights As part of our commitment to overall excellence, our Company’s governance practices include the following: Director Independence •Eleven out of our twelve Director nominees are independent. •The independent Directors regularly hold executive sessions without management at Board and committee meetings. Mr. Fearon, our Non-Executive Chairman of the Board, presides at executive sessions of the Board. Independent Oversight •The Company's current Board leadership structure provides for a Non-Executive Chairman of the Board who is selected by the Board. Richard H. Fearon has served as Non-Executive Chairman of the Board since 2024 and previously served as independent Lead Director from 2015 to 2023. •Among other responsibilities, the Non-Executive Chairman of the Board: ◦Chairs executive sessions of the non-employee Directors and provides feedback and perspective to the CEO regarding discussions at these sessions; ◦Reviews information as appropriate prior to it being sent to the Board; ◦Approves meeting agendas for the Board; ◦Approves meeting schedules to assure that there is sufficient time for discussion of all agenda items; ◦Serves as a liaison and facilitates communications between the CEO and other members of the Board; ◦Advises the CEO as to the quality, quantity and timeliness of the flow of information from management to the Board and regarding the effectiveness of Board meetings; ◦Interviews all Board candidates and provides the Governance and Corporate Responsibility Committee with recommendations on each candidate; ◦Maintains close contact with the Chair of each standing committee and assists in ensuring communications between each committee and the Board; ◦Considers the retention of advisers and consultants who report directly to the Board; ◦Chairs Board meetings; ◦Has the authority to call meetings of the independent Directors; ◦If requested by major shareholders, ensures that he or she is available for consultation and direct communication; and ◦Performs various other duties as may from time to time be determined by the Board. Full Board and Committee Oversight of Risk Management •The full Board oversees a Company-wide approach to risk management that is designed to support the achievement of the Company's strategic objectives and improve long-term organizational performance. The Board assesses and analyzes the most likely areas of current and future risk for the Company on an on-going basis. •The Board administers its risk oversight function directly and through its committees. The Board has delegated specific risk oversight responsibility to the committees of the Board as follows: ◦The Audit Committee oversees risks related to the Company's financial statements, financial reporting processes, internal controls, information technology, and cybersecurity; ◦The Compensation Committee oversees risks related to the Company's compensation programs; ◦The Governance and Corporate Responsibility Committee oversees risks related to the Company's programs, policies, and practices related to certain sustainability and governance matters; and ◦The Environmental, Health and Safety Committee oversees risks related to safety, health, physical security, environmental, and product stewardship matters. Stock Ownership Requirements •We maintain robust stock ownership requirements to align the interests of directors and shareowners. •The stock ownership requirement for our CEO is 125,000 shares and for all other Directors is 12,500 shares (within five years of onboarding). For 2024, the stock ownership requirement was equivalent to more than four times the annual salary of our CEO and more than four times the annual cash retainer for all other Directors, based on the Company's closing stock price on December 31, 2024 of $40.86. Board Practices •Our Board annually conducts an evaluation of its performance, which includes a peer evaluation of each Director. •All Directors stand for election annually. •We maintain a majority voting policy for uncontested Director elections. •We maintain a fully independent Audit Committee, Compensation Committee, and Governance and Corporate Responsibility Committee. PROPOSAL 1—Election of Twelve Director Nominees to Our Board of Directors Our Board currently consists of 12 Directors. Each Director serves for a one-year term until a successor is duly elected and qualified, subject to the Director’s earlier death, retirement or resignation. A shareholder who wishes to nominate a person for election as a Director must provide written notice to our Secretary in accordance with the procedures specified in Regulation 12 of our Code of Regulations (“Regulations”). Generally, the Secretary must receive the notice at our principal executive offices not less than 90 nor more than 120 calendar days prior to the first anniversary of the date on which we first mailed our proxy materials for the preceding year’s annual meeting. The notice must set forth, as to each nominee, among other things, the name, age, business address and residence address of such person, the principal occupation or employment of such person, any information relating to such person that would be required to be disclosed in solicitations for proxies for election of Directors pursuant to Regulation 14A under the Securities Exchange Act of 1934 (the "Exchange Act"), and certain information regarding such person's Company securities ownership. Among other items, the notice must also include the nominee’s signed consent to serve as a Director if elected, and must set forth the name and address of, and the class, series and number of securities of the Company that are owned of record or beneficially by, the shareholder giving the notice and any shareholder associate (as defined in the Regulations), and, if applicable, a representation as to whether the shareholder giving the notice and any shareholder associate intends to solicit proxies from shareholders in support of the proposed nominee from holders of at least 67% of the voting power of the Company's capital stock entitled to vote on the election of directors. Following are the nominees for election as Directors for one-year terms expiring in 2026, a description of the business experience of each nominee and the names of other publicly-held companies for which he or she currently serves as a director or has served as a director during the past five years. Each nominee for election as a Director was elected by our shareholders at our 2024 Annual Meeting. The composition of the Board is intended to reflect an appropriate mix of skill sets, experience and qualifications that are relevant to Avient’s business and governance over time. In addition to the information presented below regarding each nominee’s specific experience, qualifications, attributes and skills that led our Board to the conclusion that the nominee should serve as a Director, the Board also believes that all of our Director nominees are individuals of substantial accomplishment with demonstrated leadership capabilities. Each of our Director nominees also has the following personal characteristics, which are required attributes for all Board nominees: high ethical standards, integrity, sound judgment and an ability to devote sufficient time to the affairs of our Company. The information below is current as of March 18, 2025.

  12. Avon Lake, Ohio 44012

    | Our Board recommends a vote FOR the election of each of the twelve Director nominees to our Board. |

  13. Avon Lake, Ohio 44012

    | Robert E. Abernathy Retired Chairman and Chief Executive Officer of Halyard Health, Inc., a medical technology company that focuses on eliminating pain, speeding recovery, and preventing infection for healthcare providers and patients worldwide. Mr. Abernathy served as Chairman and Chief Executive Officer of Halyard Health, Inc. from the time of its spinoff from Kimberly-Clark Corporation (“Kimberly-Clark”) in 2014 until his retirement from those positions in 2017. Prior to that, he worked for Kimberly-Clark, a global personal care products company. He joined Kimberly-Clark in 1982 and served in numerous roles of increasing responsibility, including President, Global Healthcare in 2014 and Executive Vice President, from 2013 to 2014. Qualifications, Attributes, Skills and Experience: We believe that our Company can capitalize on Mr. Abernathy’s significant global experience, particularly in developing markets. Further, Mr. Abernathy’s prior role as a Chief Executive Officer of a publicly traded company and service on several other external boards will enable him to provide relevant and topical advice on issues affecting public companies. Mr. Abernathy’s unique perspective gained while working in the healthcare and consumer products industries can add value when evaluating our commercial relationships in those industries. | Director since: 2018 Age: 70 Current Public Company Directorships: •Haemonetics Corporation Former Directorships: •Halyard Health, Inc. •RadioShack Corp. •Lubrizol Corp. •Kimberly-Clark de Mexico |

  14. Avon Lake, Ohio 44012

    | Richard H. Fearon Non-Executive Chairman of our Board since 2023. Prior to serving as Board Chair, Mr. Fearon served as Lead Director of our Board from 2015-2023. Retired Chief Financial and Planning Officer of Eaton plc (“Eaton”), a global manufacturing company. Mr. Fearon served as Chief Financial and Planning Officer of Eaton from 2002, and as Vice Chairman from 2009 until his retirement in 2021. In his position at Eaton, Mr. Fearon was responsible for the accounting, control, corporate development, information systems, internal audit, investor relations, strategic planning, tax and treasury functions of Eaton. Prior to Eaton, Mr. Fearon worked at several large diversified companies, including Transamerica Corporation, NatSteel Limited and The Walt Disney Company. Qualifications, Attributes, Skills and Experience: We believe that Mr. Fearon’s years of experience as Eaton’s Chief Financial Officer, together with his years of service at other large global companies, enable him to provide the Board with important insight and leadership. He has comprehensive knowledge of financial accounting standards and extensive experience in financial statement preparation, corporate finance, corporate development, risk management, and investor relations. As an individual with extensive experience as an executive and leader at a multi-national corporation, Mr. Fearon is particularly equipped to advise our Board on current issues facing our Company. He also has significant governance expertise developed through his years as Lead Director of the Company from 2015 through 2023, as well as his service on numerous other boards. He has served as Non-Executive Chairman of our Board since 2023. | Director since: 2004 Age: 69 Current Public Company Directorships: •Waters Corporation •Crown Holdings, Inc. •CRH plc Former Directorships: •Eaton plc •Southern Steel Bhd •Centurion Industries, Ltd. •Hennessy Capital Investment Corp. VI |

  15. Avon Lake, Ohio 44012

    | Gregory J. Goff Founder and Chief Executive Officer of Manifest Energy Transitions Company, an investment company investing in businesses in the energy sector, since 2024. Retired Executive Vice Chairman of Marathon Petroleum Corporation (“Marathon”), a leading, integrated, downstream energy company. Mr. Goff served in this capacity from 2018 until his retirement in 2019. Prior to Marathon’s acquisition of Andeavor (formerly Tesoro Corporation), Mr. Goff served as President and Chief Executive Officer from 2010 to 2018, and as Chairman from 2014 to 2018, of Andeavor, a leading company in the independent refining and marketing business. He also served as Chairman and Chief Executive Officer of Andeavor Logistics LP (formerly Tesoro Logistics LP), a NYSE-listed master limited partnership that owned, operated and developed crude oil and refined products and logistics assets, from 2011 to 2018. Prior to joining Tesoro in 2010, Mr. Goff worked for ConocoPhillips Corporation, an integrated energy company, where he held a number of senior leadership positions, most recently Senior Vice President Commercial from 2008 to 2010. Qualifications, Attributes, Skills and Experience: We believe that, as a Board member with proven leadership capabilities and as an executive who has extensive international business experience across Europe, Asia and Latin America, Mr. Goff provides a unique perspective on our strategy and operations. Mr. Goff’s deep understanding of the energy industry and specialty chemical businesses provides valuable insight into Avient’s strategic planning. His experience as the Chief Executive Officer of a large, independent refining and petroleum products marketing company and his participation as a member of national trade associations provide him with valuable experience that can enhance our Board. | Director since: 2011 Age: 68 Current Public Company Directorships: •None Current Non-Public Company Directorships: •X-Energy Reactor Company, LLC •Engine No. 1 Former Directorships: •Enbridge Inc. •Marathon Petroleum Corporation •MPLX LP •Andeavor Logistics, LP •Andeavor •DCP Midstream GP, LLC •QEP Midstream Partners, LP •Western Logistics GP LLC •Exxon Mobil Corporation |

  16. Avon Lake, Ohio 44012

    | Neil Green Executive Vice President and Chief Digital Officer at Otis Worldwide Corporation (“Otis”), a leading elevator and escalator manufacturing, installation and service company, since 2020. From 2018 to 2020, Mr. Green served as Otis’ Vice President, Transformation and Chief Digital Officer. Prior to joining Otis, Mr. Green served as Vice President, Data Center Group at Intel Corporation, a semiconductor company, and as President, Intel Federal LLC, a subsidiary of Intel Corporation, from 2015 to 2018, and previously in various other roles of increasing responsibility at Intel Corporation. Qualifications, Attributes, Skills and Experience: We believe that Mr. Green’s role as Chief Digital Officer at a global manufacturing company uniquely positions him to provide insights into Avient’s digital strategy and execution, cloud adoption, mobility, data science, and cybersecurity. We further believe that Mr. Green can provide the Board with topical advice regarding innovative new technology developments to improve product development, service and manufacturing. | Director since: 2021 Age: 55 |

  17. Avon Lake, Ohio 44012

    | William R. Jellison Retired Vice President, Chief Financial Officer of Stryker Corporation (“Stryker”), one of the world’s leading medical technology (“Medtech”) companies. Since 2017, Mr. Jellison has served as Senior Advisor for Astor Place Holdings, the Private Equity arm of Select Equities, and consults with other private equity and investment management firms in the Medtech industry. Previously, Mr. Jellison served as Vice President, Chief Financial Officer of Stryker from 2013 to 2016. Prior to joining Stryker, Mr. Jellison served as the Senior Vice President and Chief Financial Officer of Dentsply International (“Dentsply”), the world’s largest manufacturer of professional dental products, from 1998 to 2013, except for a roughly two-year period of time between 2002 and 2005 when he was a Senior Vice President with full P&L responsibilities for some of Dentsply’s operating divisions located in the U.S., Europe and Asia. Mr. Jellison began his career with the Donnelly Corporation, a publicly traded international automotive parts supplier, where he served in several senior leadership roles, advancing to Vice President of Finance. Qualifications, Attributes, Skills and Experience: We believe that Mr. Jellison brings a unique perspective to the Board, especially with respect to opportunities to further specialize in the healthcare industry. In addition, Mr. Jellison brings substantial financial experience from a large, publicly-traded company to the Board. His experience abroad also provides him with diverse operating experiences in international markets, which provides the Board with a meaningful global business perspective. Mr. Jellison is able to use his experience in serving as an executive at a respected Medtech company to guide our Board in driving further specialization. | Director since: 2015 Age: 67 Current Public Company Directorships: •Anika Therapuetics, Inc. •Masimo Corporation Current Non-Public Company Directorships: •Solenis Holding Limited •Young Innovations, Inc. Former Directorships: •PracticeWorks, Inc. |

  18. Avon Lake, Ohio 44012

    | Ashish K. Khandpur, Ph.D. President and Chief Executive Officer of Avient. Dr. Khandpur has served as President and Chief Executive Officer of Avient since 2023. Prior to serving in these current roles, Dr. Khandpur served as Group President of the Transportation & Electronics business group for 3M Company (“3M”), a global manufacturing and technology company, from April 2021 to November 2023. During his 28-year career with 3M, Dr. Khandpur held a series of roles with increasing responsibility, including Executive Vice President, Transportation & Electronics business group, from April 2019 to April 2021; Executive Vice President, Electronics & Energy business group, from July 2017 to March 2019; and Senior Vice President, Research & Development and Chief Technology Officer, from July 2014 to June 2017, among other roles. Qualifications, Attributes, Skills and Experience We believe that as our President and Chief Executive Officer and in light of his prior executive experience, Dr. Khandpur is particularly well qualified to serve on our Board. His breadth of experiences in multiple market segments, running complex businesses with broad global footprints, and his deep technical expertise and demonstrated commercial success in building and growing businesses make him particularly well-suited as a Board member to elevate Avient’s performance. His responsibility for developing and executing the Company’s annual operating plans and strategic plans provides him with the knowledge and experience needed to offer unique and valuable input to our Board. | Director since: 2023 Age: 57 Current Public Company Directorships: •Constellation Energy Corporation Former Directorships: •3M India Current University Directorships: •Dean's Advisory Board, College of Science and Engineering, University of Minnesota Former University Directorships: •St. Thomas University |

  19. Avon Lake, Ohio 44012

    | Sandra Beach Lin Retired President, Chief Executive Officer and Director of Calisolar, Inc. (now Silicor Materials Inc.), a solar silicon company. Ms. Lin served in this capacity from 2010 until her retirement in 2011. Previously, she served as Executive Vice President, then Corporate Executive Vice President, at Celanese Corporation (“Celanese”), a global hybrid chemical company, from 2007 to 2010. Prior to Celanese, Ms. Lin held global senior executive positions at Avery Dennison Corporation, Alcoa Inc. and Honeywell International Inc. Qualifications, Attributes, Skills and Experience We believe that Ms. Lin’s extensive senior executive experience, including as a Chief Executive Officer, leading global businesses in multiple industries provides her with valuable skills to serve on our Board. She has a deep understanding of the specialty chemicals industry, a strong operational foundation and wide-ranging international experience. Ms. Lin also currently serves as a director for two other public companies, and one privately-held precision engineered drug delivery company, which provides her with additional experience she utilizes while serving as a valued member of our Board. | Director since: 2013 Age: 67 Current Public Company Directorships: •American Electric Power Company, Inc. •Trinseo PLC Current Non-Public Company Directorships: •Ripple Therapeutics Former Directorships: •WESCO International, Inc. |

  20. Avon Lake, Ohio 44012

    | Kim Ann Mink, Ph.D. Former Chairman, President and Chief Executive Officer of Innophos Holdings, Inc. (“Innophos”), a leading international producer of performance-critical and nutritional functional ingredients, with applications in food, health and industrial specialties markets. Dr. Mink served in this capacity from 2015 until her retirement in 2020. Prior to joining Innophos, Dr. Mink served as Business President of Elastomers, Electrical and Telecommunications at the Dow Chemical Company (“Dow”), a specialty chemicals provider, from 2012 to 2015. She joined Dow in 2009 as Global General Manager, Performance Materials and President and Chief Executive Officer of ANGUS Chemical Co. (then a fully-owned subsidiary of Dow). Prior to joining Dow, she was Corporate Vice President and Global General Manager, Ion Exchange Resins at the Rohm and Haas Company (now a fully-owned subsidiary of Dow), where she spent more than 20 years serving in numerous senior roles with increasing responsibilities. Qualifications, Attributes, Skills and Experience: We believe Dr. Mink provides us with valuable counsel related to her chemical and advanced materials background. Further, her experience as a Chief Executive Officer of a public company provides Avient with a unique perspective when forming strategies to guide the direction of our Company. Avient also benefits from her experience and expertise in technology and varied end markets. | Director since: 2017 Age: 65 Current Public Company Directorships: •Eastman Chemical Company •Air Liquide S.A. Current Non-Public Company Directorships: •Group14 Technologies Former Directorships: •Innophos Holdings, Inc. |

  21. Avon Lake, Ohio 44012

    | Ernest Nicolas Chief Enterprise Operations Officer at HP Inc. ("HP"), a technology company with a product and services portfolio of personal systems, printers, and 3D printing solutions, since 2024. From 2022 to 2024, Mr. Nicolas served as Chief Supply Chain Officer at HP. From 2020 to 2022, Mr. Nicolas served as Senior Vice President and Chief Supply Chain Officer at Rockwell Automation, Inc. (“Rockwell Automation”), a global leader in industrial automation and digital transformation. From 2019 to 2020, Mr. Nicolas served as Rockwell Automation’s Senior Vice President, Operations and Engineering Services; from 2018 to 2019, he served as Vice President, Global Supply Chain; and from 2015 to 2018, he served as Vice President, Strategic Sourcing and Supply Management. He joined Rockwell Automation in 2006 and has held numerous positions of increasing responsibility since that time. Prior to joining Rockwell Automation, Mr. Nicolas began his career at General Motors Company. Qualifications, Attributes, Skills and Experience: We believe that Mr. Nicolas’ experiences in supply chain and enterprise operations at a large technology company and a large industrial company provide valuable insights into issues impacting our integrated supply chain. Mr. Nicolas has a deep understanding of supply chain planning, strategic sourcing, manufacturing operations, logistics, customer care, and enterprise quality, and we believe that this can assist Avient’s supply chain leadership. In addition, we believe that Mr. Nicolas’ experience in managing manufacturing in the Asia Pacific region can assist Avient with our manufacturing plans in that region. | Director since: 2021 Age: 47 |

  22. Avon Lake, Ohio 44012

    | Kerry J. Preete Retired Executive Vice President, Chief Strategy Officer for Monsanto Company (“Monsanto”), a leading global provider of technology-based solutions and agricultural products that improve farm productivity and food quality. Mr. Preete served in this capacity from 2010 until his retirement in 2018. Mr. Preete also previously served as Monsanto’s President, Global Crop Protection Division from 2009 to 2010 and Vice President, International Commercial Business from 2008 to 2009. From 1985 to 2008, Mr. Preete served in various roles of increasing responsibility at Monsanto. Qualifications, Attributes, Skills and Experience: Because of his broad experience at a leading, well-known company, we believe Mr. Preete brings an insightful perspective on running a successful, innovative company. Mr. Preete is specifically adept in not only thinking strategically but also tactically, and these traits will be valuable to Avient as it continues into the future. Further, his global experience and understanding will assist Avient in its plans to operate in different regions and cultures, and we believe his global business acumen is relevant and transferable across industries. Mr. Preete’s operational foundation, strategic expertise, and global experience are assets to Avient’s Board. | Director since: 2013 Age: 64 Current Public Company Directorships: •Corteva, Inc. Former Directorships: •Univar Solutions Inc. |

  23. Avon Lake, Ohio 44012

    | Patricia Verduin, Ph.D. Retired Chief Technology Officer for Colgate-Palmolive Company (“Colgate-Palmolive”), a leading consumer products manufacturer. Dr. Verduin served in this capacity from 2011 until her retirement in 2022. Dr. Verduin was Colgate-Palmolive’s Vice President, Research and Development from 2007 to 2011. Prior to joining Colgate-Palmolive, Dr. Verduin served as Senior Vice President and Chief Science Officer, Grocery Manufacturers Association from 2006 to 2007, as Senior Vice President of Product Quality and Development from 2002 to 2006, and as Senior Vice President of Research and Development, Grocery Products Development from 2000 to 2002 at ConAgra Foods, Inc. (now Conagra Brands, Inc.). Qualifications, Attributes, Skills and Experience: We believe that Dr. Verduin’s experience leading large global science, technology, regulatory, and innovation teams in the corporate setting will provide a unique perspective to our Board. Her role as a Chief Technology Officer and roles in science, innovation and product development will provide valuable insight into leading an innovative company and will allow her to provide expert guidance to our management and Board on our technology and innovation strategies. Dr. Verduin was also heavily involved in M&A activity in her various positions and can assist Avient in its future acquisition strategies. | Director since: 2019 Age: 65 Current Public Company Directorships: •FMC Corporation •Ingredion Incorporated Former Directorships: •Monsanto |

  24. Avon Lake, Ohio 44012

    | William A. Wulfsohn Former Chairman and Chief Executive Officer of Ashland Global Holdings Inc., a global leader in providing specialty chemical solutions to customers in a wide range of customer and industrial markets. Mr. Wulfsohn served in this capacity from 2015 until 2019. He was also a Director and Non-Executive Chairman of Valvoline Inc., a leading worldwide producer and distributer of premium-branded automotive, commercial and industrial lubricants and automotive chemicals, from 2016 until 2018. From 2010 until 2014, Mr. Wulfsohn was President and Chief Executive Officer of Carpenter Technology Corporation (“Carpenter”), a manufacturer of stainless steel, titanium and other specialty metals and engineered products, and was a director of Carpenter from 2009 until 2014. Qualifications, Attributes, Skills and Experience As a proven leader, with deep and varied experience in technology and successful business operations, we believe that Mr. Wulfsohn is a valuable member of our Board. His background in managing operations in Europe and Asia/Pacific provides him with international expertise that is of value to Avient. Further, we believe his experience as a Chief Executive Officer of publicly-traded specialty companies has given him unique skills to assist in providing guidance on Avient’s continuing transformation. | Director since: 2011 Age: 63 Current Public Company Directorships: •Modine Manufacturing Company Former Directorships: •Anzu Special Acquisition Corp I •Ashland Global Holdings Inc. •Carpenter Technology Corporation •Valvoline Inc. |

  25. February 10, 2025

    | Name | Fees Earned or Paid in Cash (a) ($) | Stock Awards (b) ($) | Total (c) ($) | | R.E. Abernathy | 110,000 | 143,324 | 253,324 | | R.H. Fearon (1) | 257,500 | 143,324 | 400,824 | | G.J. Goff | 127,500 | 143,324 | 270,824 | | N. Green | 110,000 | 143,324 | 253,324 | | W.R. Jellison (2) | 132,500 | 143,324 | 275,824 | | S.B. Lin | 110,000 | 143,324 | 253,324 | | K.A. Mink | 110,000 | 143,324 | 253,324 | | E. Nicolas (2) | 110,000 | 143,324 | 253,324 | | K.J. Preete | 127,500 | 143,324 | 270,824 | | P. Verduin | 110,000 | 143,324 | 253,324 | | W.A. Wulfsohn | 110,000 | 143,324 | 253,324 |

  26. Stock Awards (column (b))

    (1) Based on information contained in a Schedule 13G/A filed by BlackRock, Inc. with the SEC on January 23, 2024. As of December 31, 2023, BlackRock, Inc. had sole voting power with respect to 10,982,952 of these shares, sole dispositive power with respect to all of these shares, and shared voting and dispositive power with respect to none of these shares. (2) Based on information contained in a Schedule 13G/A filed by The Vanguard Group with the SEC on February 13, 2024. As of December 29, 2023, The Vanguard Group had sole voting power with respect to none of these shares, sole dispositive power with respect to 10,210,283 of these shares, shared voting power with respect to 60,468 of these shares and shared dispositive power with respect to 158,617 of these shares. (3) Based on 91,532,542 common shares outstanding as of February 28, 2025. Stock Ownership Guidelines for Non-Employee Directors The purpose of our stock ownership guidelines (referred to as the “Guidelines”) is to better align our Directors’ financial interests with those of our shareholders by requiring our Directors to own a minimum amount of our shares. In order to reflect the Board’s commitment to share ownership, the required share ownership level for non-employee Directors is a minimum of 12,500 shares (which amount, for 2024, is equivalent to more than four times the annual cash retainer, based on the Company's closing stock price on December 31, 2024 of $40.86). The Directors are expected to make continuing progress towards compliance with the Guidelines and to comply fully within five years of becoming subject to the Guidelines. For purposes of our Guidelines, the following types of share ownership and equity awards are included as shares owned: common shares or time-vested restricted stock, stock units or performance shares (where the applicable performance criteria have been met), either directly or through the Company's Deferred Compensation Plan for Non-Employee Directors. As of the date of this proxy statement, all Directors either meet, or are viewed by us as on track to meet, the Guidelines. All Directors are required to retain 100% of all shares obtained through us, as compensation for services provided to us, with such percentage to be calculated after any reduction in the number of shares to be delivered as a result of any taxes and exercise costs relating to the shares (if applicable). This requirement to retain 100% of all shares obtained from us ceases once the Director has met the Guidelines, as long as the Guidelines continue to be met. Similar policies, as they relate to our Named Executive Officers, are set forth in the “Other Aspects of Our Compensation Programs” section of this proxy statement. Delinquent Section 16(a) Reports. Section 16(a) of the Exchange Act requires that certain of our officers, our Directors and persons who beneficially own more than 10% of a registered class of our equity securities file reports of ownership and changes in ownership with the SEC. The SEC has established specific due date requirements for these reports and we are required to disclose in this proxy statement any known late filings or failures to file. Based solely on our review of Section 16 reports filed electronically with the SEC and written representations from certain reporting persons, we believe that during 2024 and for prior years, all Section 16(a) filing requirements applicable to such officers, Directors and more-than-10% shareholders were satisfied, except that one Form 4 filing reporting one 2024 RSU vesting transaction and one 2024 share-based tax withholding transaction for Ashish Khandpur was filed late (the delay in reporting these transactions was due to Company administrative error). Executive Summary This section highlights significant Compensation Committee and Company executive compensation actions that occurred in 2024. In addition, it illustrates the relationship between the compensation of our Named Executive Officers and how we measure Company performance. Our Named Executive Officers for 2024 are:

  27. Stock Awards (column (b))

    | We align executive compensation with shareholder interests We avoid excessive risk while fostering sustainable company growth | ✓ | Help ensure that the majority of executive pay is based on objective, challenging financial goals and Company performance | | | ✓ | Utilize maximums on potential payments, include retention vehicles in our compensation programs, provide multiple performance targets and maintain robust Board and management processes to identify risk, including a risk assessment of compensation programs that is performed each year | | | ✓ | Maintain stock ownership guidelines for all Named Executive Officers | | | ✓ | Evaluate annual and aggregate dilution from stock awards prior to our annual equity award grants | | We adhere to executive compensation best practices | ✓ | Do not provide gross-ups for excise taxes on “excess parachute payments” under Section 280G of the Internal Revenue Code of 1986, as amended (“Code”) in any new management continuity agreements or for financial planning benefits | | | ✓ | Maintain a NYSE-compliant clawback policy applicable to all executive officers | | | ✓ | Prohibit Named Executive Officers from hedging or pledging our securities | | | ✓ | Utilize an independent consultant to help the Compensation Committee understand compensation practices that impact Named Executive Officer compensation | | | ✓ | Provide for minimum required vesting periods for our equity awards |

  28. Stock Awards (column (b))

    Executive Compensation Philosophy and Objectives Our executive compensation programs reward our officers’ performance, are specifically linked to our achievement of strategic operating and financial goals, and are designed to be competitive in the marketplace. We reward our executives for performance that meets or exceeds our strategic goals, without encouraging excessive risk-taking that could have a detrimental impact on our long-term results and the interests of our shareholders. We believe the design of our compensation plans and the relative mix of compensation elements successfully motivate our executives to improve our overall corporate performance and the profitability of the specific business segments for which they are responsible, thus maximizing shareholder value. The main objectives of our executive compensation programs are to: •Foster a pay-for-performance culture by rewarding the achievement of specified strategic operating and financial objectives that maximize shareholder value; •Help ensure our goals and objectives are aligned with the interests of our shareholders by recognizing and rewarding business results and the growth of our stock price through incentive programs; and •Attract, motivate, and retain a highly qualified and successful management team to lead Avient in setting and effectively executing upon our strategic goals and objectives. Compensation Consultant. Our executive compensation programs are approved and overseen by the Compensation Committee, which is composed entirely of independent Directors. The Compensation Committee retained the Consultant in 2024 to assist as a general matter with assessing the competitiveness and overall appropriateness of our executive compensation programs. Typically, the Compensation Committee will work with the Consultant and consider input from members of senior management to help ensure that our executives, including our Named Executive Officers, receive market competitive compensation programs that reward business results. As described below, the Consultant assisted the Compensation Committee by (1) providing comparative compensation information for management's review of base salaries, annual incentive targets and long-term incentive targets in the context of a general understanding of current compensation practices in the market, (2) providing guidance on incentive plan design, (3) monitoring and communicating trends in executive compensation to the Compensation Committee, (4) assisting with our proxy statement disclosures, and (5) assessing our Board’s compensation. Competitive Market Pay Information. We designed our compensation programs to be competitive with companies of comparable size and industry with whom we compete for executive talent. In a typical year, we review competitive market compensation data relating to salary, annual incentives and long-term incentives. In its normal process, while the Compensation Committee does consider comparative compensation information to gain a general understanding of current compensation practices in the market, it does not benchmark or ultimately target a specific percentile or data point in assessing competitiveness for base pay or our incentive programs. Individual opportunities vary based on length of time with Avient, individual performance and level of leadership responsibility within the Company. The Compensation Committee also obtains advice and recommendations from the Consultant regarding other areas of total compensation. In preparing competitive market data for 2024, we drew from two independent sources. We first reviewed proxy statement disclosures of a peer group of similarly-sized United States-based companies as a market check with respect to the compensation for our senior executives. This approach provided insight into current compensation practices at business competitors or companies facing similar operating challenges. We annually evaluate the composition of our compensation peer group, giving specific consideration to company size, global presence, and specialty chemical focus. We also look at the frequency with which these companies were used as peers by other companies in our industry and which companies had identified Avient as a peer. Each of the companies constituting our peer group for 2024 meet a majority of the primary criteria established above. The peer group (with no changes from the group used for 2023) consisted of the following 15 companies.

  29. Stock Awards (column (b))

    | Avient's 2024 Peer Group for Compensation Decisions | | | | Ashland Global Holdings Inc. | Eastman Chemical Company | RPM International Inc. | | Avery Dennison Corporation | FMC Corporation | The Scotts Miracle-Gro Company | | Cabot Corporation | H.B. Fuller Company | Sensient Technologies Corporation | | Celanese Corporation | Hexcel Corporation | Stepan Company | | The Chemours Company | Quaker Chemical Corporation | Trinseo S.A. |

  30. Stock Awards (column (b))

    | Base Salary | Annual Incentive | Long-Term Incentive | | To attract and retain talent | Drives the achievement of key business results on an annual basis | Directly ties the interests of NEOs to our shareholders | | Fixed base of cash compensation | Performance-based and not guaranteed | Helps retain key talent and a majority is performance-based and not guaranteed | | Weighting 15%—CEO 28%—CFO 32%—Other NEOs | Weighting 18%—CEO 21%—CFO 22%—Other NEOs | Weighting 67%—CEO 51%—CFO 46%—Other NEOs |

  31. Stock Awards (column (b))

    While the Compensation Committee typically considers comparative compensation information to gain a general understanding of current compensation practices in the market, it does not benchmark or ultimately target a specific percentile or data point in assessing competitiveness for base pay or our incentive programs. Individual opportunities vary based on length of time with Avient, individual performance and level of leadership responsibility within the Company. This strategy is consistent with our competitive market pay philosophy discussed in the “Executive Compensation Philosophy and Objectives” section of this proxy statement. 2024 Base Salary. Base salaries for our Named Executive Officers are typically determined on an individual basis by the Compensation Committee after consideration of: (1) the CEO’s recommendations (for all Named Executive Officers other than the CEO); (2) breadth, scope and complexity of the executive’s role; (3) internal equity; (4) current compensation; (5) tenure in position; (6) market pay levels and trends around merit increases; and (7) individual performance. For 2024, the Compensation Committee determined base salaries as follows, effective as of April 8, 2024: Dr. Khandpur – $1,050,000; Ms. Beggs – $600,000; Mr. Rathbun – $550,000; Mr. Pederson – $510,000; and Mr. Garratt – $510,000. In connection with her appointment as Senior Vice President, General Counsel and Secretary, Ms. Sanders' initial base salary was established at $465,000 through negotiation and generally guided by comparative compensation information as discussed above. 2024 Annual Incentive. We provided an annual cash incentive opportunity for 2024 (the "2024 Annual Incentive Program") under the 2020 Plan to (1) reward our Named Executive Officers for achieving specific performance goals that would advance our profitability, (2) drive key business results, and (3) recognize individuals based on their contributions to those results. The Named Executive Officers’ 2024 individual annual incentive opportunities (expressed as a percentage of base pay) that were approved by the Compensation Committee and effective for the 2024 Annual Incentive Program were as follows: Dr. Khandpur – 120%; Ms. Beggs – 75%; Mr. Rathbun – 75%; Ms. Sanders – 60%; Mr. Pederson – 65%; and Mr. Garratt – 65%. Dr. Khandpur and Ms. Sanders participated in this program for the first time in 2024 based on negotiations at the time they became Avient officers. The Compensation Committee determined, after a thorough evaluation of possible plan designs and performance measures, that we would maintain generally the same fundamental annual incentive design in 2024 that we used in 2023. The Compensation Committee's evaluation demonstrated that the following metrics would be the most critical elements of Avientʼs performance: •Adjusted Operating Income. Adjusted operating income was defined as operating income excluding special items (as noted on Appendix A). •Working Capital as a Percentage of Sales. Working capital as a percentage of sales was calculated by taking the average 13 months of total Company working capital divided by the sum of 12 months of 2024 total Company sales, where working capital equals (1) trade accounts receivable (2) plus inventory (3) minus trade accounts payable. •Sustainability Metrics. The specific sustainability metrics were determined by the Compensation Committee and were generally designed to: (1) improve employee safety and employee engagement; and (2) reduce energy and waste intensity. The payouts under the 2024 Annual Incentive Program were based on attainment with respect to target goals set for each financial performance measure and, with respect to the sustainability metrics, included specific metrics for employee safety and engagement as well as energy and waste intensity. Rewardable attainment for each measure ranged from 50% (threshold) to 200% (maximum) of goal. If achievement with respect to any objective performance measure fell between the threshold and target, or between the target and maximum, earned award amounts for that particular performance measure were interpolated on a straight-line mathematical basis. If achievement with respect to any performance measure did not reach threshold, then that measure would have been deemed to have 0% attainment. The Compensation Committee made a final determination of the amount to be paid. The performance measures for the 2024 Annual Incentive Program were weighted as outlined below. The 2024 Corporate and Business Segment Annual Plan weightings did not change from 2023. We set appropriate performance goals in 2024 under the 2024 Annual Incentive Program that focused our efforts on those factors that we believed were critical to our ongoing success, including earnings improvement, cash generation from working capital, efficiencies in our operations, and the advancement of sustainability initiatives. The 2024 performance goals were set in accordance with our strategic plan framework and annual operating plan, developed at the end of 2023. At that time, we viewed the targeted level of performance for each measure as challenging to achieve. The threshold, target and maximum goals, attainment levels, and final payouts for each objective metric for the Named Executive Officers are set forth in the table below. Progress against the working capital as a percentage of sales metric is reflected by lower levels of working capital, so actual results that are lower than target are viewed as exceeding target performance. As mentioned above, the sustainability metrics were based on specific targets related to employee safety and engagement as well as energy and waste intensity. Employee safety was measured through the percentage of employees who participated in two safety activities during the year. The employee engagement metric considered the results of our 2024 Great Places to Work® employee engagement survey (and whether the results resulted in certification by Great Places to Work and an improvement over the prior year’s scores). The environmental metrics considered both (1) waste to landfill intensity (Kg / MT Sales); and (2) weather adjusted energy intensity (MWh / MT Sales). The Compensation Committee determined that: (1) the employee safety and engagement objectives had been exceeded as more than 99% employees participated in at least two safety activities in 2024 and we were certified as a Great Place to Work (with improvement year-over-year in our average of all statements); and (2) the environmental objectives regarding waste to landfill intensity had been exceeded as a result of the reduction achieved, but that the objective regarding energy intensity had not been met. Dr. Khandpur, Mr. Rathbun and Mses. Beggs and Sanders' 2024 Annual Incentive Program opportunities were based on consolidated results. Total attainment for these participants under the 2024 Annual Incentive Program was 190.2%, with the components consisting of (dollars in millions):

  32. Stock Awards (column (b))

    | 2024 Corporate Plan Annual Incentive Program* (Khandpur, Beggs, Rathbun, Sanders) | | | | | | | | Measure | Weighting | Threshold | Target | Maximum | Results | Payout % | | Adjusted Operating Income (consolidated) | 70.0% | $312.7 | $330.0 | $347.3 | $350.7 | 200.0% | | Working Capital as a % of Sales (consolidated) | 20.0% | 12.7% | 12.3% | 11.8% | 12.0% | 176.0% | | Sustainability Objectives | 10.0% | See above disclosure for more information about goals and achievements | | | | 150.0% | | Total Attainment | | | | | | 190.2% |

  33. Stock Awards (column (b))

    *Adjusted operating income (performance measures and results) reported in the table above was calculated with adjustments for special items (as noted on Appendix A) pursuant to the terms of the awards and as approved by the Compensation Committee. Mr. Pederson's 2024 Annual Incentive Program opportunities were based on a combination of business segment specific results and total Company results. The opportunities related to adjusted operating income were based 85% (59.5% of total opportunity) on business segment specific results and 15% (10.5% of total opportunity) on consolidated Avient adjusted operating income results. Total attainment for our Specialty Engineered Materials ("SEM") business segment under the 2024 Annual Incentive Program was 183.8%, with the components consisting of (dollars in millions):

  34. Stock Awards (column (b))

    | 2024 SEM Plan Annual Incentive Program* (Pederson) | | | | | | | | Measure | Weighting | Threshold | Target | Maximum | Results | Payout % | | Adjusted Operating Income (SEM) | 59.5% | $144.5 | $151.3 | $158.5 | $168.9 | 200.0% | | Adjusted Operating Income (consolidated) | 10.5% | $312.7 | $330.0 | $347.3 | $350.7 | 200.0% | | Working Capital as a % of Sales (SEM) | 20.0% | 16.9% | 16.2% | 15.7% | 16.0% | 144.2% | | Sustainability Objectives | 10.0% | See above disclosure for more information about goals and achievements | | | | 150.0% | | Total Attainment | | | | | | 183.8% |

  35. Stock Awards (column (b))

    *Adjusted operating income (performance measures and results) reported in the table above was calculated with adjustments for foreign exchange (as noted on Appendix A) pursuant to the terms of the awards and as approved by the Compensation Committee. Mr. Garratt's 2024 Annual Incentive Program opportunities (pro-rated for the year due to his retirement in July 2024) were based on a combination of business segment specific results and total Company results. The opportunities related to adjusted operating income were based 85% (59.5% of total opportunity) on business segment specific results and 15% (10.5% of total opportunity) on consolidated Avient adjusted operating income results. Total attainment for our Color, Additives and Inks ("CAI") business segment under the 2024 Annual Incentive Program was 176.5%, with the components consisting of (dollars in millions):

  36. Stock Awards (column (b))

    | 2024 CAI Plan Annual Incentive Program* (Garratt) | | | | | | | | Measure | Weighting | Threshold | Target | Maximum | Results | Payout % | | Adjusted Operating Income (CAI) | 59.5% | $269.8 | $289.3 | $308.4 | $303.1 | 172.1% | | Adjusted Operating Income (consolidated) | 10.5% | $312.7 | $330.0 | $347.3 | $350.7 | 200% | | Working Capital as a % of Sales (CAI) | 20.0% | 11.7% | 11.3% | 10.9% | 10.9% | 190.5% | | Sustainability Objectives | 10.0% | See above disclosure for more information about goals and achievements | | | | 150.0% | | Total Attainment | | | | | | 176.5% |

  37. Stock Awards (column (b))

    *Adjusted operating income (performance measures and results) reported in the table above was calculated with adjustments for foreign exchange (as noted on Appendix A) pursuant to the terms of the awards and as approved by the Compensation Committee. All 2024 Annual Incentive Program payouts aligned with the actual performance achieved. The awards were made in accordance with the 2020 Plan. The following table shows, for each Named Executive Officer, the target 2024 Annual Incentive Program payout opportunity (pro-rated in the case of Mr. Garratt due to his retirement in July 2024 and in the case of Ms. Sanders due to her joining the Company in April 2024), the percentage of such payout opportunity earned based on 2024 performance, and the dollar value of the actual payout:

  38. Stock Awards (column (b))

    | 2024 Annual Incentive Program Payouts | | | | | Named Executive Officer | 2024 Target Opportunity ($) | Payout (%) | Payout ($) | | Ashish K. Khandpur | 1,260,000 | 190.2% | 2,396,520 | | Jamie A. Beggs | 444,980 | 190.2% | 846,351 | | Joel R. Rathbun | 407,480 | 190.2% | 775,026 | | Amy M. Sanders | 188,287 | 190.2% | 358,122 | | Christopher L. Pederson | 325,408 | 183.8% | 598,101 | | Michael A. Garratt | 183,137 | 176.5% | 323,236 |

  39. Stock Awards (column (b))

    Long-Term Incentive. We provide long-term incentive compensation to our Named Executive Officers to directly tie the interests of these individuals to the interests of our shareholders. We also believe that long-term incentive compensation is an important retention tool. The 2024 long-term incentive awards were granted under the 2020 Plan. The individual long-term incentive target opportunities provided to our Named Executive Officers, which are reflected as a percentage of base salary, are typically established with consideration of our competitive market pay philosophy discussed in the “Executive Compensation Philosophy and Objectives” section of this proxy statement and intended to reward the Named Executive Officers for achieving specific performance objectives. The awards granted for 2024 under the 2020 Plan were based upon our closing stock price on February 22, 2024. The accounting value of each award was determined using the grant date of the award, February 22, 2024. The Compensation Committee approved the following decisions with respect to the individual long-term incentive opportunities (expressed as a percentage of base salary) of the Named Executive Officers for 2024, which were in effect as of February 22, 2024 (the grant date of our annual long-term incentive awards): Dr. Khandpur – 440%; Ms. Beggs – 185%; Mr. Rathbun – 160%; Mr. Pederson – 140%; and Mr. Garratt – 140%. Dr. Khandpur participated in this annual program for the first time in 2024 based on negotiations at the time he became an Avient officer. Ms. Sanders did not participate in these 2024 long-term incentive compensation program awards. In addition, as further described below, Mr. Garratt's outstanding long-term incentive awards were modified in connection with his 2024 retirement from the Company. Awards Granted in 2024. The Compensation Committee elected to retain the same three compensation vehicles and weightings that we used in 2023 for the 2024 long-term incentive awards, which are listed below. We maintained this program design to continue to provide a balance between the relative values of the three compensation vehicles while efficiently using the shares available under the 2020 Plan. Of these three vehicles, the cash-settled performance units and the stock appreciations rights ("SARs") have performance conditions, as described in detail below. Both the cash-settled performance units and the SARs are additionally subject to time-based vesting as described in detail below. The restricted stock units (“RSUs”) are time-based awards that generally vest in their entirety on the third anniversary of the grant date. On February 22, 2024, we granted awards under the 2020 Plan to all of our Named Executive Officers, with the exception of Ms. Sanders, who started with the Company after this date. Details regarding these awards are described below. Cash-Settled Performance Units. Cash-settled performance units provide an opportunity for employees to receive a cash bonus if specified performance measures are met for pre-defined performance periods. The Compensation Committee maintained adjusted EPS as the performance measure for the 2024-2026 cash-settled performance unit awards in order to drive improvements in shareholder value. We use the four performance periods and relative weightings listed below to drive annual performance as well as cumulative performance. Requiring annual, as well as cumulative, performance goals helps ensure that adjusted EPS growth is a constant and visible incentive goal for our Named Executive Officers to achieve each year.

  40. Stock Awards (column (b))

    The attainment level for the cash-settled performance units will be certified at the end of the total three-year performance period. We established threshold, target and maximum adjusted EPS goals for each of the above listed performance periods. Participants earn, for the applicable performance period: (1) 100% of the target award of cash-settled performance units upon attainment of the target performance level; (2) 50% of the target award upon attainment of the threshold performance level; or (3) 200% of the target award upon attainment of the maximum (or greater) performance level. If final performance falls between the threshold and target or between target and maximum, earned award amounts will be interpolated. If threshold performance is not achieved for a particular performance period, then no award will be paid to the participants for such performance period. The cash-settled performance units do not pay out until the payment date in order to serve as a retention vehicle, and participants must generally be employed on the payment date to receive payment. The payment date will be a date in 2027 determined by the Compensation Committee (or its authorized delegate), which will occur no later than March 15, 2027. We do not disclose the specific, forward-looking adjusted EPS goals that we established for the cash-settled performance units granted in 2024 in this proxy statement because (1) these goals relate to executive compensation to be earned and/or paid in future years and do not affect a fair understanding of the Named Executive Officers’ compensation for 2024 and (2) we believe that disclosure of such goals while the applicable performance period is ongoing would cause us competitive harm. However, we expect to disclose such goals in future proxy statements once the applicable performance periods have ended as part of our discussion and analysis about the amounts earned by the Named Executive Officers under these awards. In setting the applicable target levels, the Compensation Committee considered how achievement of the performance goals could be impacted by events expected to occur in the coming years. When establishing the specific goals for the adjusted EPS performance measure, we specifically considered how likely it will be for us to achieve the goals. We believe that the threshold goals have been established at levels that should be appropriately difficult to attain, and that the target goals will require considerable and increasing collective effort on the part of our employees, including our Named Executive Officers, to achieve. Achievement of the maximum goal is considered to be a stretch goal given current market conditions. If we attain the goals referenced above, we believe it will generate shareholder value. The performance unit grants made in 2024 for the Named Executive Officers are set forth in the 2024 Grants of Plan-Based Awards table of this proxy statement. Stock-Settled Stock Appreciation Rights. The SARs, when exercised by the Named Executive Officers, are settled in our common shares and have an exercise price equal to the closing market price of our common shares on the grant date. However, the SARs are subject to an appreciation cap of 200% of the initial grant date closing stock price. To continually reinforce our ongoing commitment to enhancing shareholder value, the general design for the 2024 awards was to vest one-third upon the later of: (1) achieving each of the following stock price hurdles and maintaining them for twenty consecutive trading days: 10%, 15% and 20% increase, respectively, over the initial grant date closing stock price of $39.27; and (2) the satisfaction of time-based vesting requirements that lapse one-third on each of the first three anniversaries of the grant date, generally subject to the Named Executive Officer’s continued employment. For the 2024 SARs grants, each of the 10%, 15% and 20% stock price performance hurdles were met in 2024. Therefore, the 2024 SARs grants will vest upon the satisfaction of the time-based vesting requirements mentioned above. The SARs have an exercise term of ten years. The SARs granted in 2024 to the Named Executive Officers are set forth in the 2024 Grants of Plan-Based Awards table of this proxy statement. Substantially similar SARs with different exercise prices were granted to participating NEOs in both 2022 and 2023. For the SARs granted in 2022, none of the performance hurdles were achieved through 2024. For the SARs granted in 2023, the 10% and 15% stock price performance hurdles were achieved during 2024. The SARs granted in 2022, 2023 and 2024 to the Named Executive Officers are set forth in the Outstanding Equity Awards at 2024 Fiscal Year-End table of this proxy statement. Restricted Stock Units. RSUs are designed to promote share ownership and promote the retention of our executives. The RSUs generally vest on the third anniversary of the grant date and are set forth in the 2024 Grants of Plan-Based Awards table of this proxy statement. Additional Award of Restricted Stock Units. On April 29, 2024, as part of her onboarding compensation package, we granted an award of 20,000 RSUs to Ms. Sanders. The RSUs generally vest on the third anniversary of the grant date and are set forth in the 2024 Grants of Plan-Based Awards table of this proxy statement. Ms. Sanders did not receive any other long-term incentive awards in 2024. Actions Taken on Awards Granted in Prior Years. In February 2025, the Compensation Committee reviewed, certified and approved the attainment level of cash-settled performance units granted in 2022 for the three-year performance period of January 1, 2022 through December 31, 2024. The four, equally weighted performance periods listed below were used in order to drive annual as well as cumulative performance. The cash-settled performance units were earned by achieving performance goals related to our adjusted EPS over each performance period. For retention purposes, the performance units generally could not be paid until the payment date approximately three years following the date of grant as approved by Compensation Committee (or its authorized delegate). The participating Named Executive Officers received a cash payout based on achieving 14% of the target level performance for the award, reflected below.

  41. Stock Awards (column (b))

    | 2022–2024 Cash-Settled Performance Units Performance Measure: Adjusted EPS | | | | | | | | Performance Periods | Weighting | Threshold | Target | Maximum | Result | Payout % | | January 1, 2022 – December 31, 2022 | 25% | $2.89 | $3.26 | $3.48 | $2.93 | 55% | | January 1, 2023 – December 31, 2023 | 25% | $2.34 | $2.86 | $3.49 | $1.69 | 0% | | January 1, 2024 – December 31, 2024 | 25% | $2.41 | $3.12 | $4.29 | $2.02 | 0% | | January 1, 2022 – December 31, 2024 | 25% | $7.65 | $9.25 | $11.27 | $6.64 | 0% | | Total Attainment | | | | | | 14% |

  42. Stock Awards (column (b))

    Timing with Respect to Equity Award Grants. We have adopted a policy with respect to the timing of the grant of equity awards (including grants to the Named Executive Officers), which policy provides that equity awards (including common stock, SARs and RSUs) are granted pursuant to approval by the Board or the Compensation Committee, or pursuant to authority delegated by the Board or the Compensation Committee to the Chief Executive Officer. Such grants generally are made at times when Avient is not in possession of material non-public information, and not during a “blackout period,” which is the period of time that is in close proximity to the release of financial or material non-public information. The policy further provides that, to the extent practicable, annual grants to existing employees should be approved at regularly scheduled meetings and that the grant price for any stock option or SAR shall not be less than the fair market value of Avient’s common shares on the grant date (which is generally defined as the closing price of our common shares on the grant date). Annual grant approvals typically occur in February of each year. As a general matter, the Compensation Committee does not take material nonpublic information into account when determining the timing and terms of such awards. The grant process and timing described above is used to provide for a routine and regular grant practice regarding annual awards (including annual SARs), and in order to make sure that the existence (or lack thereof) of material non-public information is not a material factor in decisions about the timing or size of SARs grants. Similarly, Avient has not timed the disclosure of material non-public information for the purpose of affecting the value of executive compensation. During 2024, the Company did not grant SARs to any Named Executive Officer during any period beginning four business days before and ending one business day after the filing of any Company periodic report on Form 10-Q or Form 10-K, or the filing or furnishing of any Company Form 8-K that disclosed any material non-public information. Clawback Policy. The Company maintains and operates a Compensation Clawback Policy, which provides for the reasonably prompt recovery (or clawback) of certain excess incentive-based compensation received during an applicable three-year recovery period by current or former executive officers in the event Avient is required to prepare an accounting restatement due to the material noncompliance with any financial reporting requirement under the securities laws. Triggering events include accounting restatements to correct an error in previously issued financial statements that is material to such previously issued financial statements, or that would result in a material misstatement if the error were corrected in the current period or left uncorrected in the current period. Excess incentive-based compensation for these purposes generally means the amount of incentive-based compensation received (on or after October 2, 2023) by such executive officer that exceeds the amount of incentive-based compensation that would have been received by such executive officer had it been determined based on the restated amounts, without regard to any taxes paid. Incentive-based compensation potentially subject to recovery under the mandatory accounting restatement provisions of the Compensation Clawback Policy is generally limited to any compensation granted, earned or vested based wholly or in part on the attainment of one or more financial reporting measures. In general, Avient may utilize a broad range of recoupment methods under the Compensation Clawback Policy for mandatory accounting restatement clawbacks. The Compensation Clawback Policy does not condition such clawback on the fault of the executive officer, but Avient is not required to clawback amounts in limited circumstances where the Compensation Committee has made a determination that recovery would be impracticable and (1) Avient has already attempted to recover such amounts but the direct expense paid to a third party in an effort to enforce the Compensation Clawback Policy would exceed the amount to be recovered, (2) the recovery of amounts would violate applicable home country law, or (3) the recovery would likely cause the non-compliance of a tax-qualified retirement plan under the Internal Revenue Code of 1986, as amended, and applicable regulations. Operation of the mandatory accounting restatement provisions of the Compensation Clawback Policy is subject to a brief phase-in process during the first few years after its effectiveness. Avient may not indemnify any such executive officer against the loss of such recovered compensation in the event of a mandatory accounting restatement. Further, Avient continues to maintain a predecessor compensation clawback policy (the “Prior Clawback Policy”). The Prior Clawback Policy remains operational and applies to individuals and/or compensation not covered by or subject to the NYSE-compliant Compensation Clawback Policy. The Prior Clawback Policy will apply on a permissive basis in the event of an applicable accounting restatement plus qualifying misconduct that contributed to the accounting restatement (in which case Avient may require an executive officer to repay all incentive-based compensation that he or she received in excess of what would have been paid if the restated financial statements had originally been prepared without such material accounting restatement). Insider Trading Policy. We have adopted an Insider Trading Policy and procedures applicable to our Directors, officers, and employees, and have implemented processes for the Company, that we believe are reasonably designed to promote compliance with insider trading laws, rules, and regulations, and the NYSE listing standards in connection with the purchase, sale and/or other dispositions of our securities. Prohibition on Hedging and Pledging Our Securities. Our Insider Trading Policy prohibits Directors, officers and certain other employees of Avient from engaging in any speculative transactions involving Avient securities, including: (1) buying or selling options, warrants, puts or calls or similar instruments; (2) short sales; or (3) margin purchases of Avient securities. Subsequent Events. In 2024, we updated our incentive plan designs for fiscal year 2025 to align and support our new Company strategy. We expect to disclose further details of our 2025 incentive plan design in the 2026 proxy statement. The following tables, narrative and footnotes discuss in more detail the compensation of our Named Executive Officers. 2024 Summary Compensation Table The following table sets forth the compensation for the fiscal years ended December 31, 2024, December 31, 2023 and December 31, 2022, as applicable, for our Chief Executive Officer, our Chief Financial Officer, our three other most highly compensated executive officers serving as of December 31, 2024, and our former Senior Vice President, President of CAI, EMEA.

  43. Stock Awards (column (b))

    | Name and Principal Position (a) | Year (b) | Salary ($) (c) | Bonus ($) (d) | Stock Awards ($) (e) | Option Awards ($) (f) | Non-Equity Incentive Plan Compensation ($) (g) | All Other Compensation ($) (h) | Total ($) (i) | | Ashish K. Khandpur, President and Chief Executive Officer (1) | 2024 | 1,058,077 | — | 1,617,924 | 1,647,357 | 2,396,520 | 183,417 | 6,903,295 | | | 2023 | 44,423 | 1,500,000 | 5,006,910 | — | — | 179 | 6,551,512 | | Jamie A. Beggs, Senior Vice President, Chief Financial Officer | 2024 | 597,885 | — | 388,773 | 396,083 | 886,251 | 50,890 | 2,319,882 | | | 2023 | 575,000 | — | 332,708 | 332,439 | 644,606 | 51,433 | 1,936,186 | | | 2022 | 565,769 | — | 334,264 | 332,206 | 245,699 | 72,352 | 1,550,290 | | Joel R. Rathbun, Former Senior Vice President, Mergers and Acquisitions | 2024 | 547,500 | — | 308,270 | 313,900 | 803,586 | 40,619 | 2,013,875 | | | 2023 | 525,000 | — | 294,071 | 294,446 | 516,119 | 36,807 | 1,666,443 | | | 2022 | 494,231 | — | 239,512 | 238,354 | 511,026 | 25,692 | 1,508,815 | | Amy M. Sanders, Senior Vice President, General Counsel, Secretary and Corporate Ethics Officer | 2024 | 316,558 | 170,000 | 866,000 | — | 358,122 | 245,971 | 1,956,651 | | Christopher L. Pederson, Senior Vice President, President of SEM | 2024 | 504,500 | — | 251,328 | 254,580 | 626,101 | 42,539 | 1,679,048 | | Michael A. Garratt, Former Senior Vice President, President of CAI, EMEA (2) | 2024 | 285,538 | — | 683,514 | 612,044 | 351,796 | 1,173,313 | 3,106,205 | | | 2023 | 485,000 | — | 238,262 | 238,090 | 474,906 | 725,726 | 2,161,984 | | | 2022 | 478,846 | — | 239,512 | 238,354 | 468,709 | 509,526 | 1,934,947 |

  44. Narrative Disclosure Relating to the 2024 Summary Compensation Table and the 2024 Grants of Plan-Based Awards Table

    Narrative Disclosure Relating to the 2024 Summary Compensation Table and the 2024 Grants of Plan-Based Awards Table For information regarding the amount of salary and bonus compensation in proportion to total compensation, see the “What We Pay and Why: Elements of Compensation” section of this proxy statement. For information regarding the management Continuity Agreements, see the “Potential Payments Upon Termination or Change of Control” section of this proxy statement. For more information about the 2024 modification of Mr. Garratt's outstanding 2022, 2023 and 2024 incentive awards, please see Compensation Discussion and Analysis section of this proxy statement, the footnotes and narrative to the 2024 Summary Compensation Table, and the "Potential Payments Upon Termination or Change of Control" disclosure below. Outstanding Equity Awards at 2024 Fiscal Year-End

  45. Narrative Disclosure Relating to the 2024 Summary Compensation Table and the 2024 Grants of Plan-Based Awards Table

    | Name | | Option Awards | | | | | Stock Awards | | | | Grant Date | Number of Securities Underlying Unexercised Options (#) Exercisable | Number of Securities Underlying Unexercised Options (#) Unexercise-able (1) | Equity Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#) (1) | Option Exercise Price ($) | Option Expiration Date | Number of Shares or Units of Stock that have not Vested (2) (#) | Market Value of Shares or Units of Stock that have not Vested ($) | | A.K. Khandpur | 12/1/2023 | — | — | — | — | — | 108,979 | 4,452,882 | | | 2/22/2024 | — | — | — | — | — | 42,175 | 1,723,271 | | | 2/22/2024 | — | 133,300 | — | 39.27 | 2/22/2034 | — | — | | J.A. Beggs | 2/14/2022 | — | — | — | — | — | 6,849 | 279,850 | | | 2/17/2023 | — | — | — | — | — | 8,150 | 333,009 | | | 2/22/2024 | — | — | — | — | — | 10,136 | 414,157 | | | 2/08/2021 | 27,200 | — | — | 42.27 | 2/08/2031 | — | — | | | 2/14/2022 | — | — | 22,300 | 52.64 | 2/14/2032 | — | — | | | 2/17/2023 | 8,750 | 8,750 | 8,750 | 42.93 | 2/17/2033 | — | — | | | 2/22/2024 | — | 32,050 | — | 39.27 | 2/22/2034 | — | — | | J.R. Rathbun | 2/14/2022 | — | — | — | — | — | 4,909 | 200,582 | | | 2/17/2023 | — | — | — | — | — | 7,204 | 294,355 | | | 2/22/2024 | — | — | — | — | — | 8,038 | 328,433 | | | 2/14/2018 | 10,400 | — | — | 41.89 | 2/14/2028 | — | — | | | 2/10/2020 | 19,200 | — | — | 31.48 | 2/10/2030 | — | — | | | 2/08/2021 | 20,150 | — | — | 42.27 | 2/08/2031 | — | — | | | 2/14/2022 | — | — | 16,000 | 52.64 | 2/14/2032 | — | — | | | 2/17/2023 | 7,750 | 7,750 | 7,750 | 42.93 | 2/17/2033 | — | — | | | 2/22/2024 | — | 25,400 | — | 39.27 | 2/22/2034 | — | — | | A.M. Sanders | 4/29/2024 | — | — | — | — | — | 20,343 | 831,215 | | C.L. Pederson | 2/14/2022 | — | — | — | — | — | 4,803 | 196,251 | | | 2/17/2023 | — | — | — | — | — | 5,731 | 234,169 | | | 2/22/2024 | — | — | — | — | — | 6,553 | 267,756 | | | 2/11/2019 | 16,700 | — | — | 31.54 | 2/11/2029 | — | — | | | 2/10/2020 | 18,550 | — | — | 31.48 | 2/10/2030 | — | — | | | 2/08/2021 | 19,250 | — | — | 42.27 | 2/08/2031 | — | — | | | 2/14/2022 | — | — | 15,650 | 52.64 | 2/14/2032 | — | — | | | 2/17/2023 | 6,133 | 6,133 | 6,134 | 42.93 | 2/17/2033 | — | — | | | 2/22/2024 | — | 20,600 | — | 39.27 | 2/22/2034 | — | — | | M.A. Garratt(3) | 2/15/2017 | 13,250 | — | — | 34.10 | 2/15/2027 | — | — | | | 2/11/2019 | 18,200 | — | — | 31.54 | 2/11/2029 | — | — | | | 2/10/2020 | 19,650 | — | — | 31.48 | 2/10/2030 | — | — | | | 2/14/2022 | — | — | 16,000 | 52.64 | 2/14/2032 | — | — | | | 2/17/2023 | 6,266 | 6,267 | 6,267 | 42.93 | 2/17/2033 | — | — | | | 2/22/2024 | — | 20,600 | — | 39.27 | 2/22/2034 | — | — |

  46. Narrative Disclosure Relating to the 2024 Summary Compensation Table and the 2024 Grants of Plan-Based Awards Table

    (1)Amounts in these columns represent stock-settled SARs that vest in one-third increments, with each one-third increment vesting on the later of (a) the first, second and third anniversary of the grant date, respectively and (b) the achievement of a stock price hurdle (based on Avient’s closing stock price and sustained for thirty consecutive trading days for all grants except the February 17, 2023 and February 22, 2024 grants for which the stock price hurdle must be sustained for twenty consecutive trading days) applicable to that increment. As of December 31, 2024, all stock price hurdles have been met for all SAR grants made prior to 2022, none of the stock price hurdles have been met for the 2022 SAR grants, two out of three stock price hurdles have been met for the 2023 SAR grants, and all three stock price hurdles have been met for the 2024 SAR grants. SAR grants for which stock price hurdles have been met vest in one-third increments on the first, second and third anniversary of the grant date. (2)Amounts in this column represent stock-settled RSU awards that generally vest in full on the third anniversary of the grant date, with the exception of the December 1, 2023 grant to Dr. Khandpur which vests ratably over four years. The awards include shares deemed purchased with reinvested dividend equivalents that are subject to the same forfeiture conditions as the shares to which the dividends relate. The amounts in this column include all dividend equivalents declared from 2022 through 2024 attributable to the awards (including the fourth quarter dividend declared on October 9, 2024 to shareholders of record on December 13, 2024, which was paid on January 8, 2025). (3)On July 25, 2024, Mr. Garratt retired from the Company. In consideration of Mr. Garratt's contributions to the Company, and in exchange for a release of claims from Mr. Garratt, an extension of Mr. Garratt's post-employment non-competition and non-solicitation covenants for an additional year, and his commitment to provide transition support to the Company, Mr. Garratt’s outstanding and unvested long-term incentive awards were modified to waive the continued employment requirements for such awards (rather than having such awards continue to vest on just a pro-rata basis); such awards were otherwise governed by the standard terms of each award and tax code requirements, including any performance criteria. For details regarding the modified awards, refer to the 2024 Grants of Plan-Based Awards table of this proxy statement. Mr. Garratt retained his vested equity awards upon his retirement, which were then governed by the standard terms of each award. 2024 Option Exercises and Stock Vested

  47. Narrative Disclosure Relating to the 2024 Summary Compensation Table and the 2024 Grants of Plan-Based Awards Table

    | Name (a) | Option Awards | | Stock Awards | | | | Number of Shares Acquired on Exercise (#) (b) | Value Realized on Exercise ($) (c) | Number of Shares Acquired on Vesting (#) (d) | Value Realized On Vesting ($) (e) | | A.K. Khandpur | — | — | 36,124 | 1,862,915 | | J.A. Beggs | — | — | 7,291 | 269,840 | | J.R. Rathbun | 15,026 | 733,637 | 5,417 | 200,483 | | A.M. Sanders | — | — | — | — | | C.L. Pederson | — | — | 5,151 | 190,639 | | M.A. Garratt | 5,568 | 269,016 | 22,617 | 1,006,991 |

  48. Stock Awards (columns (d) and (e))

    | PAY VERSUS PERFORMANCE(1) | | | | | | | | | | | | Year (a) | Summary Compensation Table (“SCT”) Total for First PEO (b) | SCT Total for Second PEO (b) | Compensation Actually Paid (“CAP”) to First PEO (c)(2) | CAP to Second PEO (c)(2) | Average SCT Total for Non-PEO Named Executive Officers (d) | Average CAP to Non-PEO Named Executive Officers (e)(2) | Value of Initial Fixed $100 Investment | | Net Income ($mm) (h) | Adjusted Earnings per Share (“EPS”) (i)(5) | | | | | | | | | Total Share-holder Return (f)(3) | Peer Group Total Share-holder Return (g)(4) | | | | 2024 | — | 6,903,295 | — | 7,135,548 | 2,215,132 | 1,998,654 | 125.38 | 137.58 | 170.7 | 2.66 | | 2023 | 8,827,721 | 6,551,512 | 11,369,504 | 7,405,972 | 1,928,200 | 2,212,634 | 124.60 | 149.93 | 76.2 | 2.36 | | 2022 | 9,046,852 | — | 621,952 | — | 1,648,896 | 585,793 | 98.60 | 130.45 | 703.4 | 2.69 | | 2021 | 9,382,531 | — | 17,199,415 | — | 1,805,998 | 2,658,967 | 159.61 | 151.70 | 230.6 | 2.68 | | 2020 | 7,009,374 | — | 8,892,140 | — | 1,685,044 | 1,864,956 | 112.93 | 119.86 | 133.4 | 1.43 |