DEF 14A of AdvanSix Inc., Apr 26, 2024

DEF 14A of AdvanSix Inc.

Filed Apr 26, 2024 · FY20230001673985-24-000055

Open on EDGAR

  1. NOMINEES FOR ELECTION

    NOMINEES FOR ELECTION

  2. NOMINEES FOR ELECTION

    | Farha Aslam | | | | Ms. Aslam (55) is a Managing Partner at Crescent House Capital, an investment and strategic advisory firm she founded that focuses on the agriculture, energy, and food processing industries. Ms. Aslam has worked in the finance industry since 1996. Prior to founding Crescent House in 2019, she was Managing Director at Stephens Inc. from 2004 until 2018, where she led the firm’s Food and Agribusiness equity research team and built a top-tier research franchise that spanned the grain, ethanol, protein, and packaged food sectors and successfully positioned several lead managed equity offerings and debt financings. Previously, Ms. Aslam was a vice president at Merrill Lynch and a risk management advisor at UBS. Ms. Aslam serves on the boards of directors of Green Plains Inc. (Nasdaq: GPRE), Pilgrim’s Pride Corporation (Nasdaq: PPC); and Calavo Growers, Inc. (Nasdaq: CVGW). Ms. Aslam graduated from the University of California with a B.A. degree in Economics. She holds a Master of Business Administration degree from Columbia University. Ms. Aslam brings to the Board extensive experience with senior leadership, business strategy, public company governance, equity and capital markets, as well as financial and accounting expertise. Ms. Aslam has served as a director of AdvanSix since December 2021. | | | Board Committees*: Audit; Nominating and Governance |

  3. NOMINEES FOR ELECTION

    | Darrell K. Hughes | | | | Mr. Hughes (58) has been President and Chief Executive Officer of Aurora Plastics, an innovative company specializing in high quality rigid and cellular foam PVC compounds, since 2016. From 2010 until 2016, he served as Vice President and General Manager of Avery Dennison’s Materials Group, a global leader in labeling and packaging materials and graphics and reflective solutions. From 2007 until 2010, he was the President and General Manager of SABIC Innovative Plastics’ specialty film and sheet division. Prior to joining SABIC Innovative Plastics, Mr. Hughes held various positions at General Electric, including General Manager of specialty films and sheets from 2006 until 2007, General Manager of RTV & Elastomers in General Electric’s silicone division from 2003 until 2006 and General Manager of global business development and mergers and acquisitions from 1999 until 2003. Mr. Hughes has also held positions at Engelhard Corporation, Deloitte & Touche Consulting Group and Air Products. Mr. Hughes brings to the Board the operational and financial expertise gained through nearly 30 years of holding senior management and leadership positions at a number of public companies, as well as experience in the chemicals industry, including strategy development and growth, and mergers and acquisitions. Mr. Hughes has served as a director of AdvanSix since the spin-off from Honeywell on October 1, 2016. | | | Board Committees*: Compensation and Leadership Development; Health, Safety and Environmental |

  4. NOMINEES FOR ELECTION

    * The composition of certain Board Committees changed effective June 15, 2023. See below on pages 9-10 under “Board Committees” for additional information.

  5. NOMINEES FOR ELECTION

    | 4 | Proxy and Notice of Annual Meeting of Stockholders | 2024 |

  6. NOMINEES FOR ELECTION

    | Erin N. Kane | | | | Ms. Kane (47) has been President and Chief Executive Officer and a director of AdvanSix since the spin-off on October 1, 2016. Prior to joining AdvanSix, Ms. Kane served as Vice President and General Manager of Honeywell Resins and Chemicals since October 2014. She joined Honeywell in 2002 as a Six Sigma Blackbelt of Honeywell’s Specialty Materials business. In 2004, she was named Product Marketing Manager of Honeywell’s Specialty Additives business. From 2006 until 2008, Ms. Kane served as Global Marketing Manager of Honeywell’s Authentication Technologies business, and in 2008 she was named Global Marketing Manager of Honeywell’s Resins and Chemicals business. In 2011, she was named Business Director of Chemical Intermediates of Honeywell’s Resins and Chemicals business. Prior to joining Honeywell, Ms. Kane held Six Sigma and process engineering positions at Elementis Specialties and Kvaerner Process. Ms. Kane serves on the Boards of Directors of the Chemours Company (NYSE: CC), and the American Chemistry Council. She served on the Board of Directors of the American Institute of Chemical Engineers (AIChE) from 2019 through 2021. Ms. Kane brings to the Board her extensive leadership experience as well as knowledge of AdvanSix’s business, industry, and operations/HSE and sustainability. |

  7. NOMINEES FOR ELECTION

    | Todd D. Karran | | | | Mr. Karran (59) has served as the Chief Executive Officer Petrochemicals of Inter Pipeline, an energy infrastructure business engaged in the transportation, processing and storage of energy products across Western Canada and Europe, since May 2022. He was formerly the President and Chief Executive Officer of NOVA Chemicals, a leading producer of polyethylene and expandable styrenics, from 2015 until his retirement in August 2020. Prior to that, he served as Senior Vice President and Chief Financial Officer of NOVA Chemicals from 2009 until 2016. Mr. Karran joined NOVA Chemicals in 1985 and held various other positions since then, including management, accounting and financial roles such as Vice President and Controller, Tax Compliance Specialist and Manager of Financial Services. From 2006 until 2007, he served as NOVA Chemicals’ Vice President and Chief Information Officer. From 2007 until 2009, he served as NOVA Chemicals’ Treasurer and Vice President of Corporate Development. Mr. Karran was a director of NOVA Chemicals from 2015 through August 2020. He brings to the Board the leadership, management oversight and financial experience gained through his roles as a director of and in various senior management leadership roles at NOVA Chemicals, with extensive chemicals industry experience including operations/HSE and sustainability, global business, as well as strategy development and growth. Mr. Karran is Chair of the Board and has served as a director of AdvanSix since the spin-off from Honeywell on October 1, 2016.* |

  8. NOMINEES FOR ELECTION

    | Gena C. Lovett , Ph.D. | | | | Dr. Lovett (61) has a Ph.D. in Values Driven Leadership from Benedictine University. Dr. Lovett previously was the Vice President, Operations, Defense, Space and Security, of The Boeing Company, a manufacturer of airplanes, between July 2015 and June 2019. She served as Global Chief Diversity Officer between January 2012 and June 2015, and as Director, Manufacturing, Forgings, between July 2007 and January 2012, of Alcoa Corporation, a manufacturer of aluminum. She served in numerous roles with Ford Motor Company, a manufacturer of cars and trucks, between April 1992 and June 2007, including as Plant Manager, New Model Programs. She received a B.A. degree from The Ohio State University, an M.B.A. degree from The Baker Center for Graduate Studies, and an M.Sc. from Benedictine University. Dr. Lovett is a director of Trex Company, Inc. (Nasdaq: TREX) and QuantumScape Corporation (NYSE: QS). Dr. Lovett brings to the Board extensive experience with senior leadership, business strategy, public company governance, as well as management oversight, including with respect to corporate culture and operations/HS&E. Dr. Lovett has served as a director of AdvanSix since September 2021. | | | Board Committees: Health, Safety, and Environmental; Nominating and Governance |

  9. NOMINEES FOR ELECTION

    * The composition of certain Board Committees changed effective June 15, 2023. See below on pages 9-10 under “Board Committees” for additional information.

  10. NOMINEES FOR ELECTION

    | 5 | Proxy and Notice of Annual Meeting of Stockholders | 2024 |

  11. NOMINEES FOR ELECTION

    | Daniel F. Sansone | | | | Mr. Sansone (71) was Executive Vice President of Strategy for Vulcan Materials Company, a producer of construction aggregates, ready-mixed concrete, asphalt mix and cement, prior to his retirement at the end of 2014. Prior to that, he served as Vulcan Materials' Chief Financial Officer from 2005 until 2014. Mr. Sansone joined Vulcan Materials in 1988 and held various positions there, including Corporate Controller and Vice President of Finance. From 2001 until 2005, Mr. Sansone served as the President of Vulcan Materials’ Southern and Gulf Coast Division. From 1997 until 2001, he served as President of Vulcan Gulf Coast Materials. Before joining Vulcan Materials, Mr. Sansone held positions domestically and internationally at Monroe Auto Equipment, FMC Corporation and Kraft Inc. Mr. Sansone is a director of Ingevity Corporation (NYSE: NGVT). He also serves on various non-profit boards. Mr. Sansone brings to the Board over 40 years of senior leadership, general management and financial and accounting experience as both an executive officer and board member of public companies, as well as experience with mergers and acquisitions, and regulated industries. Mr. Sansone has served as a director of AdvanSix since the spin-off from Honeywell on October 1, 2016. | | | Board Committees: Audit; Health, Safety and Environmental |

  12. NOMINEES FOR ELECTION

    | Sharon S. Spurlin | | | | Ms. Spurlin (59) has been Senior Vice President and Treasurer of Plains All American Pipeline L.P., an energy infrastructure and logistics company, since 2014. She joined Plains All American Pipeline L.P. in 2002 as its director of Internal Audit. From 2007 until 2009, Ms. Spurlin served as Plains All American Pipeline L.P.’s Assistant Treasurer. From 2009 until 2014, she served as both PetroLogistics L.P. and PL Midstream’s Senior Vice President and Chief Financial Officer. Ms. Spurlin has also held various positions at American Ref-Fuel Company and Arthur Andersen. Ms. Spurlin is a director of Smart Sand Inc. (Nasdaq: SND), a supplier of industrial sand to the energy industry. She brings to the Board her corporate governance and financial expertise, including in financial reporting, accounting, capital markets and controls, as well as senior leadership experience in operations/HS&E, ESG and sustainability, regulated industries, risk management, and public companies. Ms. Spurlin has served as a director of AdvanSix since the spin-off from Honeywell on October 1, 2016. | | | Board Committees*: Audit; Compensation and Leadership Development |

  13. NOMINEES FOR ELECTION

    | Patrick S. Williams | | | | Mr. Williams (59) has served as President and CEO and as a director of Innospec Inc. (Nasdaq: IOSP), an international specialty chemicals company, since 2009. Prior to holding this position, Mr. Williams was Executive Vice President and President, Fuel Specialties from 2005 to 2009 and in addition assumed responsibility for the global Performance Chemicals business in 2008. Prior to 2005, he served as Chief Executive Officer for the Fuel Specialties business in the Americas, having held a number of senior management and sales leadership roles in that business since 1993. Mr. Williams brings to the Board the senior leadership, business strategy, management oversight, and public company governance experience gained through his role as a President and Chief Executive Officer and board member of Innospec Inc., with extensive chemicals industry experience including mergers and acquisitions, operations/HS&E, global business, and strategy development and growth. Mr. Williams has served as a director of AdvanSix since February 25, 2020. | | | Board Committees*: Compensation and Leadership Development; Nominating and Governance |

  14. NOMINEES FOR ELECTION

    * The composition of certain Board Committees changed effective June 15, 2023. See below on pages 9-10 under “Board Committees” for additional information.

  15. NOMINEES FOR ELECTION

    | 6 | Proxy and Notice of Annual Meeting of Stockholders | 2024 |

  16. NOMINEES FOR ELECTION

    CORPORATE GOVERNANCE AdvanSix is committed to strong corporate governance policies, practices and procedures designed to make the Board more effective in exercising its oversight role. The following sections provide an overview of our corporate governance structure, including the independence and other criteria we use in selecting director nominees, our Board leadership structure, and the responsibilities of the Board and each of its Committees. Our Corporate Governance Guidelines, among other key governance materials, help guide our Board and management in the performance of their duties and are regularly reviewed by the Board.

  17. NOMINEES FOR ELECTION

    | KEY CORPORATE GOVERNANCE DOCUMENTS Please visit our website at www.AdvanSix.com (see “Investors”—“Corporate Governance”) to view the following documents: | | •Certificate of Incorporation and By-laws | | •Corporate Governance Guidelines | | •Code of Business Conduct | | •Board of Directors Code of Ethics Guidelines | | •Committee Charters |

  18. NOMINEES FOR ELECTION

    These documents are available free of charge on our website or by writing to AdvanSix Inc., 300 Kimball Drive, Suite 101, Parsippany, New Jersey 07054, c/o Corporate Secretary. Our Code of Business Conduct (the "Code of Conduct") applies to all directors, officers (including the Chief Executive Officer, Chief Financial Officer and Controller) and employees, and our Board of Directors Code of Ethics Guidelines (the "Board Code of Ethics") applies to our directors. Amendments to, or waivers of, the Code of Conduct and the Board Code of Ethics granted to any of our directors or executive officers, as applicable, will be disclosed on our website.

  19. BOARD OF DIRECTORS

    BOARD OF DIRECTORS The primary functions of our Board of Directors are: •to oversee the affairs of the Company and management performance on behalf of stockholders; •to ensure that the long-term interests of the stockholders are being served; •to monitor adherence to AdvanSix standards and policies; •to promote the exercise of responsible corporate citizenship; and •to perform the duties and responsibilities applicable to the members of our Board under the laws of Delaware, AdvanSix’s state of incorporation.

  20. DIRECTOR COMPENSATION

    DIRECTOR COMPENSATION The C&LD Committee reviews and makes recommendations to the Board regarding the form and amount of compensation for non-employee directors. Directors who are employees of AdvanSix receive no compensation for service on the Board. AdvanSix’s director compensation program is designed to enable continued attraction and retention of highly qualified directors and is designed to account for the time, effort, expertise and accountability required for active Board membership. In general, the C&LD Committee and the Board believe that annual compensation for non-employee directors should consist of both a cash component, designed to compensate members for their service on the Board and its Committees, and an equity component, designed to align the interests of directors and stockholders and, by vesting over time, to create an incentive for continued service on the Board. The compensation program was approved by our Board upon the recommendation of our C&LD Committee, in consultation with its independent compensation consultant, who conducted a comprehensive review of peer group and market data in order to assess total director compensation, consisting of cash retainer fees and annual equity awards, and to align the elements of our director compensation program with our peer group, including the recommended mix of approximately half of total compensation in equity. Our independent compensation consultant was engaged to conduct a competitive review of our director compensation program for 2023 and determined that total director compensation was aligned with the median of the peer group, but was slightly below the median for our Board Chair cash retainer as well as Committee Chair cash retainers for the Nominating and Governance Committee and the HS&E Committee. Our consultant proposed adjustments for the C&LD Committee's consideration in order to align with the median for such Chair roles. For 2023, upon the recommendation of our C&LD Committee, in consultation with its independent compensation consultant and based on a comprehensive review of peer group and market data, our Board approved the following changes to the compensation of our non-employee directors: (i) increasing the Board Chair’s cash retainer from $85,000 to $100,000, and (ii) increasing the Committee Chair cash retainers for the Nominating and Governance Committee and the HS&E Committee from $10,000 to $15,000, which aligns with the existing Committee Chair cash retainer for the C&LD Committee. The 2016 Stock Incentive Plan of AdvanSix Inc. and its Affiliates, as Amended and Restated, or the 2016 Stock Incentive Plan, includes an annual limit of $750,000 on each director's total compensation, including both cash and equity components.

  21. DIRECTOR COMPENSATION—FISCAL YEAR 2023

    DIRECTOR COMPENSATION—FISCAL YEAR 2023

  22. DIRECTOR COMPENSATION—FISCAL YEAR 2023

    | Director Name | Fees Earned or Paid in Cash ($)(1) | Stock Awards ($)(2)(3) | All Other Compensation ($) | Total ($) | | Farha Aslam | $90,000 | $104,988 | — | $194,988 | | Darrell K. Hughes | $90,000 | $104,988 | — | $194,988 | | Todd D. Karran | $151,042 | $104,988 | — | $256,030 | | Gena C. Lovett, Ph.D. | $105,000 | $104,988 | — | $209,988 | | Michael L. Marberry | $87,083 | — | — | $87,083 | | Daniel F. Sansone | $110,000 | $104,988 | — | $214,988 | | Sharon S. Spurlin | $105,000 | $104,988 | — | $209,988 | | Patrick Williams | $102,500 | $104,988 | — | $207,488 |

  23. DIRECTOR COMPENSATION—FISCAL YEAR 2023

    (1)Includes all fees earned in 2023, whether paid in cash or deferred under the DCP (including amounts held in the AdvanSix stock unit fund and any other investment option under the DCP). The amount shown for Mr. Marberry is prorated based on the date of his retirement from the Board. (2)The amounts set forth in this column represent the aggregate grant date fair value of stock awards computed in accordance with FASB ASC Topic 718. Stock awards of 2,975 RSUs were made to each non-employee director on June 15, 2023 with a value of $35.29 per share, which vest in full on June 15, 2024. A more detailed discussion of assumptions used in the valuation of stock awards made in fiscal year 2023 may be found in Note 16 of the Notes to Consolidated Financial Statements in the Company’s Form 10-K for the fiscal year ended December 31, 2023 ("2023 Form 10-K"). (3)The table below reflects each director's outstanding RSUs granted under our 2016 Stock Incentive Plan, all of which were unvested at December 31, 2023. All of our directors, other than Ms. Aslam and Dr. Lovett, also hold amounts in the AdvanSix stock unit fund under the DCP.

  24. DIRECTOR COMPENSATION—FISCAL YEAR 2023

    | Director Name | Outstanding RSUs at 12/31/23 | | Farha Aslam | 2,975 | | Darrell K. Hughes | 2,975 | | Todd D. Karran | 2,975 | | Gena C. Lovett, Ph.D. | 2,975 | | Michael L. Marberry | — | | Daniel F. Sansone | 2,975 | | Sharon S. Spurlin | 2,975 | | Patrick Williams | 2,975 |

  25. Fiscal 2023 Compensation Actions

    Fiscal 2023 Compensation Actions The following summarizes the key compensation decisions for our NEOs for fiscal 2023: •Base Salary: Based on performance assessments and, in consultation with the independent compensation consultant, a review of peer group data for compensation benchmarking, in February 2023, the C&LD Committee approved a merit-based salary increase for Ms. Kane to $1,019,700 to better align her base pay with competitive market practices. In February 2023, the C&LD Committee approved the annual base salaries for the following NEOs: Mr. Kintiroglou, $455,000; and Ms. Slieter, $400,000. All salary increases were effective April 1, 2023. Mr. Preston and Mr. Gramm's respective base salaries were not increased for 2023 based on competitive compensation benchmarking data. •Short-Term Incentive Awards: Our 2023 short-term incentive compensation program remained generally consistent with our 2022 program. The performance metrics under the short-term incentive program adopted in February 2023 were based on Adjusted EBITDA (60% weighting), Free Cash Flow (20% weighting) and Leadership Team Strategic Objectives (20% weighting). The target bonus payout opportunities as a percentage of base salary for all of our NEOs remained unchanged from 2022. Our financial and strategic performance during 2023, as discussed below under “Short-Term Incentive Awards,” resulted in achievement of 32% of the target bonus payout opportunity. •Long-Term Incentive Compensation: Our 2023 long-term incentive compensation program remained generally consistent with our 2022 program. In February 2023, our NEOs were granted annual long-term incentive awards in the form of performance stock units (“PSUs”), restricted stock units (“RSUs”) and stock options. All of our NEOs received 50% of their total annual grant value in PSUs, 25% in RSUs and 25% in stock options. PSUs vest after the completion of a three-year performance period, and the number of shares earned, if any, will be based on our cumulative earnings per share ("EPS") and average return on investment ("ROI") performance relative to pre-established targets. In addition, the program includes a Relative Total Shareholder Return ("rTSR") modifier, pursuant to which the number of shares earned based on our EPS and ROI performance will be: (i) increased by 10% if our TSR performance is above the 75th percentile relative to the S&P Small Cap 600 Materials Index, or (ii) decreased by 10% if our TSR performance is below the 25th percentile relative to the S&P Small

  26. Fiscal 2023 Compensation Actions

    Cap 600 Materials Index. Stock options vest ratably over a three-year period on the first three anniversaries of the grant date and expire ten years after the grant date. •Peer Group: In consultation with the independent compensation consultant, we reviewed our existing peer group to ensure it appropriately reflects comparator companies of similar revenue size and business scope with whom we compete for talent and capital. There were no changes to the peer group during 2023.

  27. Our Executive Compensation Philosophy and Approach

    Our Executive Compensation Philosophy and Approach Our executive compensation and benefit programs are designed to support the creation of stockholder value through four key objectives: •attract and retain world-class leadership talent •drive performance that creates stockholder value •pay for superior results and sustainable performance •manage risk through oversight and sound management In setting total compensation to meet these key objectives, we seek to achieve the optimal balance between: (1) fixed and variable (or “at-risk”) pay elements; (2) short-term and long-term pay elements; and (3) cash and equity-based elements. The factors applicable to our NEOs that generally shape our assessment of compensation and help achieve our key objectives include: (1) compensation history, in total and for each element of compensation; (2) operational and financial performance of AdvanSix; (3) individual future leadership development and potential; (4) our performance relative to the competitive marketplace; (5) individual performance record; (6) relative level of responsibility within AdvanSix and the impact of the NEO’s position on Company performance; (7) trends and best practices in executive compensation; and (8) industry and macroeconomic conditions. We seek to establish annual and long-term incentive compensation program designs that are reflective of our pay-for-performance culture and adopt performance metrics under our short-term incentive compensation program and for our PSUs which are designed to align with the key elements of our strategy to grow stockholder value. For a discussion of certain of our C&LD Committee processes and procedures with respect to executive compensation, please see "Board Committee Oversight of Executive Compensation and Outside Compensation Consultant" on page 11.

  28. Key 2023 Compensation Program Elements

    | Compensation Element | Description | Objectives | | Base Salary | Fixed cash compensation; reviewed annually and subject to adjustment | Attract, retain and motivate our NEOs | | Short-Term Cash Incentive Compensation | Annual cash incentive compensation based on performance against annually established Company financial and operational performance goals, as well as strategic objectives | Reward and motivate our NEOs for achieving key short-term performance objectives | | Long-Term Equity Incentive Compensation | Annual equity compensation awards of PSUs (with payout tied to achievement of Company financial and operational goals measured over a 3-year performance period, with an rTSR modifier), time-based RSUs and stock options | Align NEO interests with those of our stockholders by rewarding the creation of long-term stockholder value and encouraging stock ownership; reward and motivate our NEOs for achieving key long-term performance objectives | | Health, Welfare and Retirement Benefits | Qualified and non-qualified retirement plans and health care and insurance benefits | Attract and retain NEOs by providing market-competitive benefits | | Severance and Change-in-Control Arrangements | Reasonable severance benefits provided upon covered terminations of employment, including following a change in control | Attract and retain high quality talent by providing market-competitive severance protection, thereby encouraging NEOs to direct their attention to stockholders’ interests notwithstanding the potential for loss of employment in connection with a change in control |

  29. Peer Group

    Peer Group The C&LD Committee believes it is important to understand the relevant market for executive talent to ensure that AdvanSix’s executive compensation program is competitive and supports the attraction and retention of highly qualified executives. The C&LD Committee also believes that market information is useful as one relevant factor in assessing the reasonableness of compensation paid to our executive officers. The C&LD Committee utilizes its independent compensation consultant to advise with respect to establishing its peer group of companies for use in connection with compensation benchmarking, review of market practices and relative performance evaluations. The following selection criteria were used in determining the peer group: size (revenues and market capitalization generally within the range of 0.33 - 3x AdvanSix’s revenue and market capitalization), industry (chemicals industry), operating complexity (focused on organizations with vertical integration), location/geographic reach (U.S. based organizations with global distribution) and availability of data (publicly traded companies). On a regular basis, at the C&LD Committee's direction, the independent compensation consultant evaluates the peer group and proposes modifications for the C&LD Committee's consideration to eliminate companies that were acquired or no longer meet the peer group selection criteria and to add new companies to ensure that we can continue to maintain a robust data set from the peer group. In September 2022, upon the recommendation of the independent compensation consultant, the C&LD Committee approved the addition of the five following companies to the peer group: Koppers Holdings, Inc., LSB Industries, Inc., Mativ Holdings, Inc., Orion Engineered Carbons S.A. and Tronox Holdings plc. As a result, the following represents the updated peer group used for 2023:

  30. Peer Group

    | American Vanguard | H.B. Fuller | Mativ Holdings, Inc. | Stepan Co. | | Cabot Corp. | Ingevity Corp. | Minerals Technologies Inc. | Tredegar Corp. | | Ferro Corp. | Innospec Inc. | Orion Engineered Carbons S.A. | Trinseo | | GCP Applied Technologies | Koppers Holdings, Inc. | Quaker Chemical Corp. | Tronox Holdings plc | | Hawkins Inc. | LSB Industries, Inc. | Sensient Technologies Corp. | |

  31. Peer Group

    | 27 | Proxy and Notice of Annual Meeting of Stockholders | 2024 |

  32. Peer Group

    In June 2023, upon the recommendation of the independent compensation consultant, the C&LD Committee reviewed and determined to maintain this peer group for 2024, with the exception that Ferro Corp. and GCP Applied Technologies were removed as a result of their acquisitions.

  33. Base Salary

    Base Salary Base salaries are intended to attract and compensate high-performing and experienced leaders and are determined based on scope of responsibility, years of experience and performance, with reference to market data (but are not targeted to a specific competitive position). On February 28, 2023, based on performance assessments and, in consultation with the independent compensation consultant, a review of peer group data for compensation benchmarking, the C&LD Committee approved a merit-based salary increase for Ms. Kane to $1,019,700, representing a 3% increase. In February 2023, the C&LD Committee approved the annual base salaries for the following NEOs, effective March 20, 2023, to better align with peer group data for competitive positioning: Mr. Kintiroglou, $455,000, representing an approximately 6% increase; and Ms. Slieter, $400,000, representing an approximately 10% increase. Each of Mr. Preston and Mr. Gramm's base salary remained at $490,000 and $312,000, respectively, based on competitive compensation benchmarking data. In February 2024, based on performance assessments and, in consultation with the independent compensation consultant, the C&LD Committee approved merit-based salary increases for each of Mr. Kintiroglou, Ms. Slieter and Mr. Gramm in order to better align with peer group data for compensation benchmarking and to acknowledge individual performance. The following are the annual base salaries of our NEOs: Ms. Kane, $1,019,700; Mr. Preston, $490,000; Mr. Kintiroglou, $480,000, representing an approximately 6% increase; Ms. Slieter, $430,000, representing an approximately 8% increase; and Mr. Gramm, $321,360, representing an approximately 3% increase. These base salaries of our NEOs were effective March 18, 2024. The base salaries of Ms. Kane and Mr. Preston were not increased for 2024 based on competitive compensation benchmarking.

  34. Short-Term Incentive Awards

    Short-Term Incentive Awards Short-term incentive awards are intended to motivate and reward executives for achieving annual corporate and individual goals in key areas of financial and operational performance. In February 2023, the C&LD Committee established the metrics for the short-term incentive plan for 2023 to ensure alignment with the Company’s business objectives and compensation philosophy while also taking into consideration a review of peer group data confirmed by its independent compensation consultant. Under the 2023 program, the performance metrics for employees at the level of vice president and above, including our NEOs, were unchanged from 2022. Under the plan established for 2023, our NEOs had the opportunity to earn a cash payment based on Company financial performance measured over the period from January 1, 2023 to December 31, 2023. The Company performance metrics for 2023 were based on the following metrics:

  35. Short-Term Incentive Awards

    | Performance Metrics(1) | Weighting | Definition | | Adjusted EBITDA | 60% | Adjusted earnings before interest, taxes, depreciation and amortization | | Free Cash Flow | 20% | Net cash provided by operating activities less expenditures for property, plant and equipment | | Leadership Team Strategic Objectives | 20% | Goals relating to business strategies, operational excellence, risk management and corporate social responsibility factors including environmental, social and governance priorities |

  36. Short-Term Incentive Awards

    (1) Adjusted EBITDA and Free Cash Flow are non-GAAP measures; See Appendix A for non-GAAP reconciliations. For performance achievement at the target level (100% of the specified performance metric), each NEO would earn his or her target award opportunity, which is expressed as a specified percentage of his or her base salary. The target award opportunities for our NEOs for 2023 were: Ms. Kane, 100%; Mr. Preston, 70%; Mr. Kintiroglou, 60%; Ms. Slieter, 60%; and Mr. Gramm, 40%. These were unchanged from 2022. For performance achievement below the threshold level, no payment is earned. For performance achievement at threshold levels, each NEO would earn the following threshold percentage of his or her target award opportunity: Adjusted EBITDA at 25%; Free Cash Flow at 25%; and Strategic Objectives at 50%. For performance achievement at or above the maximum level, each NEO would earn a maximum amount of 200% of his or her target award opportunity. For performance achievement between threshold, target and maximum amounts, payout of awards will be interpolated. If actual performance falls below threshold for all three performance metrics, no incentive awards will be paid. The performance metrics defined for our 2023 short-term incentive plan were:

  37. Short-Term Incentive Awards

    | Performance Metrics(1) | Threshold | Target | Maximum | | Adjusted EBITDA | $242 million | $322 million | $400 million | | Free Cash Flow | $98 million | $159 million | $217 million | | Leadership Team Strategic Objectives | 50% achievement | 100% achievement | 200% achievement |

  38. Short-Term Incentive Awards

    | 28 | Proxy and Notice of Annual Meeting of Stockholders | 2024 |

  39. Short-Term Incentive Awards

    Each NEO’s award was generally determined based on the following primary factors: base salary, target award opportunity and applicable performance metric percentage achievement. Under our short-term incentive plan, actual performance results are subject to further adjustment for the cumulative effect of changes in accounting treatment, impact of acquisitions and divestitures, discontinued operations, restructuring charges and other unusual events. No such adjustments were made under our 2023 program. Based on actual results for 2023, our performance did not meet threshold levels for Adjusted EBITDA or Free Cash Flow but exceeded target for Leadership Team Strategic Objectives, resulting in actual achievement at 32% of the target award opportunity.

  40. Short-Term Incentive Awards

    | Performance Metrics(1) | Weighting | Actual Results | STI Achievement % Based on Actual Results | | Adjusted EBITDA | 60% | $153 million | 0% | | Free Cash Flow | 20% | $11 million | 0% | | Leadership Team Strategic Objectives | 20% | 160% achievement | 160% | | | | | 32% |

  41. Short-Term Incentive Awards

    (1) Adjusted EBITDA and Free Cash Flow are non-GAAP measures; See Appendix A for non-GAAP reconciliations. Our performance for 2023 versus performance targets was primarily impacted by industry dynamics in our key commercial markets. Our annual planning and target setting utilizes third party market outlooks, alongside our independent market views, and the actual market conditions experienced in full year 2023 were not fully reflected or forecasted in our market outlook that underpinned performance metric target setting in the fourth quarter of 2022.

  42. Industry Pricing and Spreads

    | | Performance Achievementx | Target Award Opportunity | = | Actual 2023 Short-Term Incentive Plan Award | | Erin N. Kane | 32% | $1,019,700 | | $326,304 | | Michael Preston | 32% | $343,000 | | $109,760 | | Achilles B. Kintiroglou | 32% | $273,000 | | $87,360 | | Kelly Slieter | 32% | $240,000 | | $76,800 | | Christopher Gramm | 32% | $124,800 | | $39,936 |

  43. Industry Pricing and Spreads

    Payments under the 2023 short-term incentive compensation program were made in the first quarter of 2024 following approval of performance results by the C&LD Committee. In February 2024, the C&LD Committee approved the 2024 short-term incentive compensation program. Under the 2024 program, the performance metrics for employees at the level of vice president and above, including our NEOs, are unchanged from 2023. The target award opportunities for our NEOs for 2024 were unchanged except that the target award opportunity for each of Mr. Kintiroglou and Ms. Slieter has been increased to 70% of their respective base salaries.

  44. Long-Term Incentive Compensation

    Long-Term Incentive Compensation

  45. 2023 Long-Term Incentive Awards

    2023 Long-Term Incentive Awards In February 2023, the C&LD Committee established our long-term incentive award program for 2023 to ensure alignment with the Company’s business objectives and compensation philosophy, while also taking into consideration a review of market practice confirmed by its independent compensation consultant. The C&LD Committee determined to award long-term incentive awards in the form of:

  46. 2023 Long-Term Incentive Awards

    | | Terms | Weighting for NEOs | | Performance Stock Units (PSUs) | 3-year performance period | 50% | | Restricted Stock Units (RSUs) | Service-based vesting; cliff vest after 3 years | 25% | | Stock Options | Ratable vesting over 3 years; 10 year option term | 25% |

  47. 2023 Long-Term Incentive Awards

    The C&LD Committee believes strongly in using long-term incentive compensation to reinforce key Company objectives such as promoting the achievement of long-term performance goals, focusing on the significance of stockholder return, encouraging executive retention, and promoting executive stock ownership. In determining the overall opportunity and mix of long-term incentive awards, the C&LD Committee considers various factors, including competitive market positioning against comparable peer group executives, peer group long-term incentive award practices, potential economic value realized, and timing of vesting and related matters. The NEOs’ total target award values for their 2023 long-term incentive awards were as follows: Ms. Kane, $3,200,000; Mr. Preston, $800,000; Mr. Kintiroglou, $675,000; Ms. Slieter, $485,000; and Mr. Gramm, $295,000. Performance Stock Units. In February 2023, the C&LD Committee approved cumulative earnings per share (“EPS”) and average three-year Return on Investment (“ROI”), weighted 50% each, as the performance metrics for our 2023 PSU awards plus a modifier component based on Relative Total Shareholder Return (“rTSR”). In choosing the relevant performance metrics for our PSU grants, the C&LD Committee considered: (i) with respect to cumulative EPS, this measure’s direct relationship to valuation and that EPS is a key driver of stockholder return; and (ii) with respect to average three-year ROI, this measure's alignment with stockholder interests because AdvanSix is capital intensive and ROI has a high correlation to stockholder return. The C&LD Committee established the relevant metrics based on internal operating targets, chemicals analyst industry growth expectations as well as peer group data for compensation benchmarking. We do not disclose the specific, forward-looking EPS or ROI goals that we established for the PSU awards granted in 2023 because these goals relate to executive compensation to be earned and/or paid in future years and 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 period has ended as part of our discussion and analysis about the amounts earned by the NEOs under these awards. In setting the applicable target levels, the C&LD Committee considered how achievement of the performance goals could be impacted by events expected to occur in the coming years. We believe that the threshold goals have been established at levels that are challenging to attain and will promote execution of business strategies and drive stockholder value, and that the target goals will require considerable and increasing collective effort on the part of our employees, including our NEOs, to achieve. See the Grants of Plan-Based Awards Table in this proxy statement for additional information regarding the PSU grants made to our NEOs in 2023. For achievement of a given performance metric below the threshold level, no shares will be earned. For performance achievement at the threshold, target and maximum levels, each NEO would earn 25%, 100% or 200% of his or her target award, respectively. For performance achievement between threshold, target and maximum amounts, the number of shares earned will be interpolated. If actual performance falls below threshold for both performance metrics, no shares are earned. In addition, the program includes an rTSR modifier. Under the rTSR modifier, the number of shares earned based on our EPS and ROI performance will be: (i) increased by 10% if our TSR performance is above the 75th percentile relative to the S&P Small Cap 600 Materials Index, or (ii) decreased by 10% if our TSR performance is below the 25th percentile relative to the S&P Small Cap 600 Materials Index. The rTSR modifier has no impact for performance between the 26th and 74th percentiles relative to the selected comparator index. Restricted Stock Units. An RSU represents the right to receive one share of our Common Stock on a set vesting date subject to continued employment through such vesting date. RSUs provide incentive to drive share price appreciation while encouraging retention. Stock Options. A stock option represents the right to purchase shares of our Common Stock at a specified per share price known as the exercise price. Under the terms of our incentive plan, the exercise price of our stock options is equal to the average of the high and low sale prices of our Common Stock on the date of grant. Stock options can serve as a long-term incentive vehicle given they only have value if the price of the Company’s stock appreciates following the grant date, thereby aligning compensation value with stockholder value creation. Each option is subject to vesting requirements over three years, encouraging retention. In February 2024, the C&LD Committee approved a long-term incentive program consistent with the 2023 program with the exception that (i) the stock option component was eliminated, and (ii) the RSUs would be weighted 50% with a ratable vesting schedule over three

  48. 2023 Long-Term Incentive Awards

    | 31 | Proxy and Notice of Annual Meeting of Stockholders | 2024 |

  49. 2023 Long-Term Incentive Awards

    years. In consultation with its independent compensation consultant, the C&LD Committee determined the modification to the 2024 long-term incentive program was designed to manage incentive and retention priorities of businesses operating in cyclical market environments and aligned with prevalent peer group practice of utilizing RSUs versus stock options. The C&LD Committee maintained the 50% weighting for Performance Stock Units. As a result, for 2024, the C&LD Committee determined to award long-term incentive awards as follows:

  50. 2023 Long-Term Incentive Awards

    | | Terms | Weighting for NEOs | | Performance Stock Units (PSUs) | 3-year performance period | 50% | | Restricted Stock Units (RSUs) | Service-based vesting; ratable vesting over 3 years | 50% |

  51. 2021 PSU Awards - Performance Achievement and Vesting

    2021 PSU Awards - Performance Achievement and Vesting In February 2024, the Committee approved payout of our PSU awards granted in February 2021. Actual performance achievement with respect to each of the performance metrics is set forth below, and reflects the delivery of strong performance during post-COVID recovery and navigation of the subsequent nylon downturn and destocking in 2023:

  52. 2021 PSU Awards - Performance Achievement and Vesting

    | Measure | 2021 | 2022 | 2023 | Cumulative EPS / Average ROI | | EPS(1) | $4.81 | $5.88 | $2.05 | $12.74 | | ROI | 19.1% | 20.7% | 7.9% | 15.9% |

  53. 2021 PSU Awards - Performance Achievement and Vesting

    (1) Excludes impact of U.S. Amines acquisition, which was not included in target setting. This performance resulted in payout percentages as follows:

  54. 2021 PSU Awards - Performance Achievement and Vesting

    | Measure | Weighting | Threshold | Target | Maximum | Performance Achievement | Payout % | | EPS | 50% | $6.10 | $6.47 | $7.12 | $12.74 | 200.0% | | ROI | 50% | 8.4% | 8.9% | 9.7% | 15.9% | 200.0% | | Total Payout %: | | | | | | 200.0% |

  55. 2021 PSU Awards - Performance Achievement and Vesting

    Our NEOs earned the following shares upon vesting of the 2021 PSU Awards in February 2024:

  56. 2021 PSU Awards - Performance Achievement and Vesting

    | Named Executive Officer | PSUs Granted at Target | PSUs Earned* | | Erin N. Kane | 51,353 | 106,213 | | Michael Preston | 13,694 | 28,323 | | Achilles B. Kintiroglou | 7,275 | 15,047 | | Kelly Slieter | 5,735 | 11,862 | | Christopher Gramm | 5,050 | 10,445 |

  57. 2021 PSU Awards - Performance Achievement and Vesting

    *PSUs Earned includes dividend equivalents.

  58. Severance Benefits

    Severance Benefits In November 2017, our C&LD Committee adopted the AdvanSix Inc. Executive Severance Pay Plan (“Severance Plan”) for executive officers. The purpose of the Severance Plan is to provide financial protection upon loss of employment at market competitive rates. The severance terms for the NEOs were established in connection with peer group market practices and data provided by the compensation consultant. We believe these arrangements are necessary to attract and retain our executives and ensure continuity of management. The Severance Plan provides participants with certain severance benefits in the event of a covered termination, which includes: (i) an involuntary termination of employment by the Company, subject to certain exceptions enumerated in the Severance Plan; and (ii) voluntary termination of employment by a participant for Good Reason, as defined in the Severance Plan. In the event of a covered termination occurring outside of the Change in Control Period, which is the twenty-four month period following the occurrence of a Change in Control, as defined in the Severance Plan, each participant would be entitled to receive a lump sum cash payment in an amount equal to:

  59. Severance Benefits

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  60. Severance Benefits

    •For our CEO: 2x the sum of her base salary plus prior year’s target bonus. •For each other participant: 1x the sum of his or her base salary plus prior year’s target bonus. In the event of a covered termination occurring during the Change in Control Period, each participant would be entitled to receive: •For our CEO: (i) a lump-sum cash payment in an amount equal to 3x the sum of her base salary plus target bonus; and (ii) in the event that she is eligible to elect insurance continuation coverage under COBRA, a lump-sum cash payment in an amount equal to the estimated aggregate cost that the Company would have incurred, less expected participant contributions, to subsidize continuation of her COBRA coverage for 36 months. •For each other participant: (i) a lump-sum cash payment in an amount equal to 2x the sum of his or her base salary plus target bonus; and (ii) in the event that he or she is eligible to elect insurance continuation coverage under COBRA, a lump-sum cash payment in an amount equal to the estimated aggregate cost that the Company would have incurred, less expected participant contributions, to subsidize continuation of his or her COBRA coverage for 24 months. A participant’s right to receive benefits under the Severance Plan is conditioned, among other things, on the participant timely executing and not revoking an effective release of claims against the Company, its officers, directors and employees and the participant’s agreement to abide by certain restrictive covenants, in the C&LD Committee’s discretion. The Severance Plan also reserves the right of the C&LD Committee to cancel benefits under the Severance Plan in the event a participant engages in any activity that is considered detrimental to the Company’s interests. Each participant is solely responsible for any tax liabilities incurred by him or her in connection with the Severance Plan. In the event that a participant would be subject to the excise tax imposed by Section 4999 of the Code, the Severance Plan includes a “net best” provision whereby a participant would be entitled to the greater after-tax benefit of either: (i) his or her full severance benefits, for which the participant is responsible for the payment of any applicable Section 4999 excise tax; or (ii) his or her severance benefits reduced to the maximum amount that would result in no Section 4999 excise tax for the participant. The C&LD Committee may amend or terminate the Severance Plan at any time in accordance with its terms, provided that during the Change in Control Period and during a specified period prior to a Change in Control, the Severance Plan may not be amended or terminated in any manner adverse to the interests of the participants. The compensation that could be received by our NEOs in connection with various termination scenarios occurring on December 31, 2023 is set forth below in the section entitled “Potential Payments Upon Termination or Change in Control.”

  61. Retirement Plans and Non-qualified Deferred Compensation Plan

    Retirement Plans and Non-qualified Deferred Compensation Plan In connection with the spin-off, we were required to adopt a qualified defined benefit retirement plan with terms materially consistent with the terms of Honeywell’s Retirement Earnings Plan (“Honeywell REP”). In October 2016, our Board adopted the AdvanSix Inc. Retirement Earnings Plan (“ASIX REP”). The only participants in the ASIX REP are those Company employees who were active participants in the Honeywell REP. Of our NEOs, only Ms. Kane, Mr. Preston and Mr. Gramm participate in the ASIX REP. Participants earn a benefit under a formula substantially identical to the formula which applied to the participant under the Honeywell REP, except that any benefit earned under the ASIX REP will be reduced by the value of benefits accrued through the spin-off date under the Honeywell REP, which remain the responsibility of Honeywell. The material terms of the ASIX REP are explained below under “Pension Benefits - Fiscal Year 2023.” We have also adopted a broad-based defined contribution plan, or 401(k) plan. The AdvanSix Inc. Savings Plan (“Savings Plan”) allows eligible employees to contribute a portion of their cash compensation on a tax-deferred basis to save for their future retirement needs. The Company matches 50-75% of the first 8% of contribution elections for employees covered by a collective bargaining agreement, with the match amount dependent on the specific terms of the applicable collective bargaining agreement. The Company matches 75% of the first 8% of the employee's contributions for all other employees. The Company may also provide an additional discretionary retirement savings contribution which is at the sole discretion of the Company. Matching contributions vest after three years of service. The Company has also adopted the AdvanSix Inc. Deferred Compensation Plan (the "DCP"), effective January 1, 2018. The DCP is a non-qualified deferred compensation plan under which designated eligible executives, including our NEOs, and directors of the Company may elect to defer annual base salary, bonuses or director’s fees, as applicable. The DCP also permits the Company to make contributions to the accounts of employee participants. Under the DCP, employee participants may elect to defer up to a maximum of 75% of base salary and 90% of bonuses. Participants designate the funds in which their account balances will be deemed to be invested for purposes of determining the amount of earnings and losses to be credited to their accounts. The rate of return earned on a participant’s account balance is based on the actual performance of the funds in which he or she is deemed invested. All amounts credited under the DCP, with the exception of any contributions which may be made by the Company, are immediately vested. The material terms of the DCP are explained below under “Non-qualified Deferred Compensation - Fiscal Year 2023.”

  62. Retirement Plans and Non-qualified Deferred Compensation Plan

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  63. 2023 SUMMARY COMPENSATION TABLE

    2023 SUMMARY COMPENSATION TABLE The following tables provide information concerning compensation paid to our NEOs for fiscal year 2023.

  64. 2023 SUMMARY COMPENSATION TABLE

    | Named Executive Officer and Principal Position | Year | Salary ($)(1) | Stock Awards ($)(2) | Option Awards ($)(3) | Non-Equity Incentive Plan Compensation ($)(4) | Change in Pension Value and Non-qualified Deferred Compensation Earnings ($)(5) | All Other Compensation ($)(6) | Total Compensation ($) | | Erin N. Kane, President and Chief Executive Officer | 2023 | $1,012,846 | $2,457,416 | $799,984 | $326,304 | $53,931 | $68,015 | $4,718,496 | | | 2022 | $975,000 | $2,493,152 | $799,999 | $980,100 | $— | $71,338 | $5,319,589 | | | 2021 | $919,231 | $2,309,616 | $749,981 | $1,711,250 | $— | $61,766 | $5,751,844 | | Michael Preston, Senior Vice President and Chief Financial Officer | 2023 | $490,000 | $614,322 | $199,991 | $109,760 | $46,490 | $27,044 | $1,487,608 | | | 2022 | $486,539 | $623,269 | $199,993 | $339,570 | $— | $31,138 | $1,680,508 | | | 2021 | $471,538 | $615,888 | $199,996 | $615,125 | $— | $24,012 | $1,926,560 | | Achilles B. Kintiroglou, Senior Vice President, General Counsel, Corporate Secretary | 2023 | $449,231 | $518,306 | $168,746 | $87,360 | $— | $28,282 | $1,251,925 | | | 2022 | $421,923 | $428,499 | $137,494 | $255,420 | $— | $18,275 | $1,261,612 | | | 2021 | $390,385 | $627,224 | $106,254 | $438,450 | $— | $21,237 | $1,583,550 | | Kelly Slieter, Senior Vice President, Chief Human Resources Officer | 2023 | $391,923 | $372,382 | $121,247 | $76,800 | $— | $36,760 | $999,112 | | | 2022 | $360,385 | $272,612 | $87,492 | $216,810 | $— | $28,461 | $965,760 | | | 2021 | $342,693 | $257,946 | $83,754 | $382,950 | $— | $27,175 | $1,094,517 | | Christopher Gramm, Vice President and Controller | 2023 | $312,001 | $226,542 | $73,748 | $39,936 | $41,836 | $31,964 | $726,027 | | | 2022 | $310,000 | $229,786 | $73,749 | $123,552 | $— | $20,438 | $757,525 | | | 2021 | $301,808 | $227,124 | $73,755 | $236,208 | $— | $20,067 | $858,962 |

  65. 2023 SUMMARY COMPENSATION TABLE

    (1)Amounts in this column reflect base salary paid to our NEOs in 2023, 2022 and 2021. (2)Amounts in this column for 2023 reflect the RSU awards and the PSU awards granted to our NEOs under our 2023 long-term incentive award program. The aggregate grant date fair value of RSUs and PSUs was computed in accordance with FASB ASC Topic 718. The grant date fair value of each RSU was $41.20 per share, calculated using the high and low sales price of a share of our stock on the grant date. The grant date fair value of each PSU, taking into account the estimated probable outcome of the performance conditions, including using a Monte Carlo simulation model with reference to the grant date for the market-based condition (rTSR modifier) and using the closing price of a share of our stock on the grant date, was $42.68. A discussion of assumptions used in the valuation of RSU and PSU awards made in fiscal year 2023 may be found in Note 16 to the Notes to the Financial Statements in our 2023 Form 10-K. The grant date fair value of RSU awards granted in 2023 is as follows: Ms. Kane, $799,980; Mr. Preston, $199,985; Mr. Kintiroglou, $168,714; Ms. Slieter, $121,210; and Mr. Gramm $73,748. The grant date fair value of PSU awards granted in 2023 is reflected in the table at target as follows: Ms. Kane, $1,657,435; Mr. Preston, $414,337; Mr. Kintiroglou, $349,592; Ms. Slieter, $251,172; and Mr. Gramm, $152,794. The grant date fair value of the 2023 PSU awards assuming maximum performance achievement is as follows: Ms. Kane, $3,314,870; Mr. Preston, $828,675; Mr. Kintiroglou, $699,184; Ms. Slieter, $502,344; and Mr. Gramm, $305,589. (3)Amounts in this column for 2023 reflect stock options granted to our named executive officers under our 2023 long-term incentive award program. Amounts reflect the aggregate grant date fair value of stock option awards computed in accordance with FASB ASC Topic 718, using the Black-Scholes option-pricing model at the time of grant. These stock options were awarded with a Black-Scholes value of $18.04 per share. A discussion of the assumptions used in the valuation of option awards made in fiscal year 2023 may be found in Note 16 to the Notes to the Financial Statements in our 2023 Form 10-K.

  66. 2023 SUMMARY COMPENSATION TABLE

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  67. 2023 SUMMARY COMPENSATION TABLE

    (4)Amounts in this column for 2023 reflect payouts under our 2023 short-term incentive program paid in March 2024. See above in the Compensation Discussion and Analysis under “Details on Program Elements and Related 2023 Compensation Decisions-Short-Term Incentive Awards” for additional information. (5)This column is required to present the aggregate change in the present value of the accumulated benefit under the AdvanSix Retirement Earnings Plan ("ASIX REP") from December 31, 2022 to December 31, 2023 of each of our NEOs who participates in the ASIX REP, namely Ms. Kane, Mr. Preston, and Mr. Gramm (see the "Pension Benefits—Fiscal Year 2023" table of this proxy statement for additional information). The value of the overall benefit under the ASIX REP when expressed as an annuity has increased as a result of interest rate increases driven by economic conditions. The overall benefit as of December 31, 2023 is higher than the Honeywell qualified plan offset expressed as an annuity which is fixed at 2016 levels. Thus, the net ASIX REP benefit is non-zero as of December 31, 2023 (but was $0 at December 31, 2022) for our NEOs who participate in the ASIX REP. (6)For 2023, All Other Compensation consists of the following items:

  68. 2023 SUMMARY COMPENSATION TABLE

    | Item | Ms. Kane | Mr. Preston | Mr. Kintiroglou | Ms. Slieter | Mr. Gramm | | Matching Contributions 401K | $16,875 | $19,800 | $15,038 | $16,875 | $18,346 | | Excess Liability Insurance | $2,244 | $2,244 | $2,244 | $2,244 | $2,244 | | Matching Contributions DCP | $43,896 | $— | $— | $6,640 | $374 | | Executive Health Exam | $5,000 | $5,000 | $11,000 | $11,000 | $11,000 | | Total | $68,015 | $27,044 | $28,282 | $36,760 | $31,964 |

  69. GRANTS OF PLAN-BASED AWARDS—FISCAL YEAR 2023

    GRANTS OF PLAN-BASED AWARDS—FISCAL YEAR 2023

  70. GRANTS OF PLAN-BASED AWARDS—FISCAL YEAR 2023

    | | | | | Estimated Future Payouts Under Non-Equity Incentive Plan Awards (3) | | | Estimated Future Payouts Under Equity Incentive Plan Awards (4) | | | All Other Stock Awards: Number of Shares of Stock or Units | All Other Option Awards: Number of Securities Underlying Options (#) | Exercise or Base Price of Option Awards ($/Sh) (5) | Closing Price on Date of Grant of Option Awards ($/Sh) | Grant Date Fair Value of Stock and Option Awards ($) | | Named Executive Officer | Award | Grant | Date of | Threshold | Target | Maximum | Threshold | Target | Maximum | | | | | | | | Type (1) | Date | Action (2) | ($) | ($) | ($) | (#) | (#) | (#) | (#) | | | | | | Erin N. Kane | STI | 2/28/2023 | 2/28/2023 | 509,850 | 1,019,700 | 2,039,400 | - | - | - | - | - | - | - | - | | | PSU | 2/28/2023 | 2/28/2023 | - | - | - | 19,417 | 38,834 | 77,668 | - | - | - | - | $1,657,435 | | | RSU | 2/28/2023 | 2/28/2023 | - | - | - | - | - | - | 19,417 | - | - | - | $799,980 | | | NQSO | 2/28/2023 | 2/28/2023 | - | - | - | - | - | - | - | 44,345 | $41.20 | $41.15 | $799,984 | | Michael Preston | STI | 2/28/2023 | 2/28/2023 | 171,500 | 343,000 | 686,000 | - | - | - | - | - | - | - | - | | | PSU | 2/28/2023 | 2/28/2023 | - | - | - | 4,854 | 9,708 | 19,416 | - | - | - | - | $414,337 | | | RSU | 2/28/2023 | 2/28/2023 | - | - | - | - | - | - | 4,854 | - | - | - | $199,985 | | | NQSO | 2/28/2023 | 2/28/2023 | - | - | - | - | - | - | - | 11,086 | $41.20 | $41.15 | $199,991 | | Achilles B. Kintiroglou | STI | 2/28/2023 | 2/28/2023 | 133,500 | 267,000 | 534,000 | - | - | - | - | - | - | - | - | | | PSU | 2/28/2023 | 2/28/2023 | - | - | - | 4,096 | 8,191 | 16,382 | - | - | - | - | $349,592 | | | RSU | 2/28/2023 | 2/28/2023 | - | - | - | - | - | - | 4,095 | - | - | - | $168,714 | | | NQSO | 2/28/2023 | 2/28/2023 | - | - | - | - | - | - | - | 9,354 | $41.20 | $41.15 | $168,746 | | Kelly Slieter | STI | 2/28/2023 | 2/28/2023 | 120,000 | 240,000 | 480,000 | - | - | - | - | - | - | - | - | | | PSU | 2/28/2023 | 2/28/2023 | - | - | - | 2,943 | 5,885 | 11,770 | - | - | - | - | $251,172 | | | RSU | 2/28/2023 | 2/28/2023 | - | - | - | - | - | - | 2,942 | - | - | - | $121,210 | | | NQSO | 2/28/2023 | 2/28/2023 | - | - | - | - | - | - | - | 6,721 | $41.20 | $41.15 | $121,247 | | Christopher Gramm | STI | 2/28/2023 | 2/28/2023 | 62,400 | 124,800 | 249,600 | - | - | - | - | - | - | - | - | | | PSU | 2/28/2023 | 2/28/2023 | - | - | - | 1,790 | 3,580 | 7,160 | - | - | - | - | $152,794 | | | RSU | 2/28/2023 | 2/28/2023 | - | - | - | - | - | - | 1,790 | - | - | - | $73,748 | | | NQSO | 2/28/2023 | 2/28/2023 | - | - | - | - | - | - | - | 4,088 | $41.20 | $41.15 | $73,748 |

  71. GRANTS OF PLAN-BASED AWARDS—FISCAL YEAR 2023

    (1)Award Type: RSU = restricted stock unit subject to service-based vesting conditions PSU = restricted stock unit subject to performance-based vesting conditions (grant date fair value presented at target) NQSO = non-qualified stock option subject to service-based vesting conditions

  72. GRANTS OF PLAN-BASED AWARDS—FISCAL YEAR 2023

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  73. GRANTS OF PLAN-BASED AWARDS—FISCAL YEAR 2023

    STI = annual cash incentive award under our short-term incentive compensation program (2)At a meeting held on February 28, 2023, the C&LD Committee took action to grant the 2023 long-term incentive awards effective on February 28, 2023. (3)Represents our NEOs’ potential threshold, target and maximum award opportunities under our short-term cash incentive program for 2023 performance. The amount reported for threshold assumes achievement of threshold performance with respect to each of the metrics under the 2023 plan (Adjusted EBITDA, Free Cash Flow and Leadership Team Strategic Objectives). Amounts actually paid for 2023 are reported in the Non-Equity Incentive Plan Compensation column of the Summary Compensation Table above. (4)Represents the potential threshold, target and maximum number of shares that our NEOs may earn with respect to 2023 PSU grants under our 2023 long-term incentive program for the performance period commencing January 1, 2023 and ending December 31, 2025. The amount reported for threshold assumes achievement of threshold performance with respect to each of the applicable performance metrics (Cumulative EPS and Average ROI). The number of shares earned pursuant to these awards, if any, will be determined and paid following completion of the three-year performance period based on our actual performance against the pre-established performance metrics. The number of shares earned may potentially be increased or decreased by 10% depending on our rTSR performance under the performance modifier component of these awards, as described above in the Compensation Discussion and Analysis under “Details on Program Elements and Related 2023 Compensation Decisions - Long-Term Incentive Compensation.” (5)Under the terms of our 2016 Stock Incentive Plan, the exercise price of our stock options is equal to the average of our high and low sale prices of our Common Stock on the date of grant.

  74. OUTSTANDING EQUITY AWARDS AT 2023 FISCAL YEAR-END

    OUTSTANDING EQUITY AWARDS AT 2023 FISCAL YEAR-END

  75. OUTSTANDING EQUITY AWARDS AT 2023 FISCAL YEAR-END

    | | Option Awards | | | | | Stock Awards | | | | | Named Executive Officer | Grant Date | Number of Securities Underlying Unexercised Options (#) Exercisable | Number of Securities Underlying Unexercised Options (#) Unexercisable | Option Exercise Price ($) | Option Expiration Date | Number of Shares or Units of Stock That Have Not Vested (#) | Market Value of Shares or Units of Stock That Have Not Vested ($)(1) | Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested (#) | Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested ($)(1) | | Erin N. Kane | 2/28/2023 | — | 44,345(2) | $41.20 | 2/28/2033 | 19,417(3) | $581,733 | 38,834(4) | $1,163,467 | | | 2/28/2022 | 19,034 | 38,068(2) | $39.15 | 2/28/2032 | 20,434(3) | $612,203 | 20,434(4) | $612,203 | | | 2/24/2021 | 48,355 | 24,177(2) | $29.21 | 2/24/3031 | 25,677(3) | $769,283 | 102,706(4) | $3,077,072 | | Michael Preston | 2/28/2023 | — | 11,086(2) | $41.20 | 2/28/2033 | 4,854(3) | $145,426 | 9,708(4) | $290,852 | | | 2/28/2022 | 4,758 | 9,517(2) | $39.15 | 2/28/2032 | 5,108(3) | $153,036 | 5,109(4) | $153,051 | | | 2/24/2021 | 12,895 | 6,447(2) | $29.21 | 2/24/3031 | 6,847(3) | $205,136 | 27,388(4) | $820,544 | | Achilles B. Kintiroglou | 2/28/2023 | — | 9,354(2) | $41.20 | 2/28/2033 | 4,095(3) | $122,686 | 8,191(4) | $245,402 | | | 2/28/2022 | 3,271 | 6,543(2) | $39.15 | 2/28/2032 | 3,512(3) | $105,220 | 3,512(4) | $105,220 | | | 2/24/2021 | 6,851 | 3,425(2) | $29.21 | 2/24/3031 | 7,062(3) | $211,578 | 14,550(4) | $435,918 | | Kelly Slieter | 2/28/2023 | — | 6,721(2) | $41.20 | 2/28/2033 | 2,942(3) | $88,142 | 5,885(4) | $176,315 | | | 2/28/2022 | 2,081 | 4,164(2) | $39.15 | 2/28/2032 | 2,234(3) | $66,931 | 2,235(4) | $66,946 | | | 2/24/2021 | 5,400 | 2,700(2) | $29.21 | 2/24/3031 | 2,868 | $85,925 | 11,470 | $343,641 | | Christopher Gramm | 2/28/2023 | — | 4,088(2) | $41.20 | 2/28/2033 | 1,790(3) | $53,628 | 3,580(4) | $107,257 | | | 2/28/2022 | 1,754 | 3,510(2) | $39.15 | 2/28/2032 | 1,883(3) | $56,415 | 1,884(4) | $56,430 | | | 2/24/2021 | 4,755 | 2,378(2) | $29.21 | 2/24/3031 | 2,525(3) | $75,649 | 5,050(4) | $151,298 |

  76. OUTSTANDING EQUITY AWARDS AT 2023 FISCAL YEAR-END

    (1)Calculated using the closing market price of our Common Stock on December 31, 2023 ($29.96). (2)Options scheduled to vest in three equal annual installments on the first three anniversaries of the grant date. (3)RSUs scheduled to vest on the third anniversary of the grant date, except for the following: 10,271 RSUs granted to Mr. Kintiroglou on February 24, 2021 which vest in three equal installments on the first three anniversaries of the grant date. (4)PSUs scheduled to vest following the conclusion of a three-year performance period based on actual performance achievement measured against the pre-established performance metrics. The performance period for the 2021 PSU awards ended on December 31, 2023 and for the 2022 and 2023 PSU awards will end on December 31, 2024 and December 31, 2025, respectively. In February 2024, the Committee determined that the 2021 PSU awards achieved maximum performance. Accordingly, the amount reported here for the 2021 PSU awards represents the number of shares using the 200% performance factor. For the 2022 and 2023 PSU awards, represents the threshold and target number of shares, respectively.

  77. OUTSTANDING EQUITY AWARDS AT 2023 FISCAL YEAR-END

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  78. OPTION EXERCISES AND STOCK VESTED—FISCAL YEAR 2023

    OPTION EXERCISES AND STOCK VESTED—FISCAL YEAR 2023 The following table provides additional information about the value realized by our NEOs upon exercises of option awards and vesting of stock awards during the fiscal year ended December 31, 2023.

  79. OPTION EXERCISES AND STOCK VESTED—FISCAL YEAR 2023

    | | Option Awards | | | Stock Awards | | | | Named Executive Officer | Number of Shares Acquired on Exercise (#) | Value Realized on Exercise ($) | | Number of Shares Acquired on Vesting (#) | Value Realized on Vesting ($) | | | Erin N. Kane | — | | — | 114,534 | | 4,720,317 | | Michael Preston | — | | — | 34,636 | | 1,427,479 | | Achilles B. Kintiroglou | — | | — | 20,799 | | 857,023 | | Kelly Slieter | — | | — | 4,657 | | 160,434 | | Christopher Gramm | — | | — | 18,153 | | 747,742 |

  80. PENSION BENEFITS—FISCAL YEAR 2023

    PENSION BENEFITS—FISCAL YEAR 2023 The following table provides summary information about the pension benefits that have been earned by our NEOs under the AdvanSix Retirement Earnings Plan (the “ASIX REP”). The ASIX REP is a tax-qualified defined benefit pension plan in which a portion of AdvanSix U.S. employees participate and which, as a broad-based pension plan, is subject to tax requirements that impose dollar limitations on the benefits that can be provided.

  81. PENSION BENEFITS—FISCAL YEAR 2023

    | Named Executive Officer | Plan Name | Number of Years of Credited Service (#) | Present Value of Accumulated Benefits ($) (1) | | Erin N. Kane | ASIX REP | 21.1 | $53,931 | | Michael Preston | ASIX REP | 22.3 | $46,490 | | Christopher Gramm | ASIX REP | 27.0 | $41,836 |

  82. PENSION BENEFITS—FISCAL YEAR 2023

    (1) See Note 10 “Postretirement Benefit Obligations” to our consolidated financial statements in our 2023 Form 10-K for a discussion of our assumptions used in determining the present value of the accumulated pension benefits.

  83. PENSION BENEFITS—FISCAL YEAR 2023

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  84. NON-QUALIFIED DEFERRED COMPENSATION—FISCAL YEAR 2023

    NON-QUALIFIED DEFERRED COMPENSATION—FISCAL YEAR 2023 The AdvanSix Inc. Deferred Compensation Plan (“DCP”), adopted effective January 1, 2018, is a non-qualified deferred compensation plan under which designated eligible executive officers, including our named executive officers, and directors of the Company may elect to defer annual base salary, bonuses or director’s fees, as applicable. Under the DCP, employee participants may elect to defer up to a maximum of 75% of base salary and 90% of bonuses. Participants designate the funds (in any combination of the funds offered as investment options under the DCP) in which their account balances will be deemed to be invested for purposes of determining the amount of earnings and losses to be credited to their accounts. The DCP includes a Company stock unit fund which is only available to non-employee director participants. The DCP also permits the Company to make contributions to the accounts of employee participants. For 2023, Company contributions represent makeup plan contributions under the DCP. These makeup contributions are calculated as follows: (i) the maximum Company contribution that would have been provided under our tax-qualified Savings Plan if the deferrals made under the DCP had been made under the Savings Plan (disregarding the compensation limit determined under the Code that applies under the Savings Plan), minus (ii) the amount of Company contributions actually credited to the employee participant under the Savings Plan for the applicable year and not thereafter forfeited. The rate of return earned on a participant’s account balance is based on the actual performance of the funds in which he or she is deemed invested, and the participant may change his or her choice of funds at any time. All amounts credited under the DCP, with the exception of any contributions which may be made by the Company, are immediately vested. Upon a participant's death or a change in control, unvested amounts vest in full. Participants cannot sell, assign, hypothecate, alienate, encumber or in any way transfer or convey in advance of receipt any amounts held in their DCP accounts. Under the DCP, each participant’s account will be payable in lump sum or installments upon a scheduled distribution date or the participant’s separation from service or death in accordance with the participant’s elections, the terms of the DCP and subject to Section 409A of the Code. Participants may receive a distribution earlier than initially elected in the event of a financial hardship. Participants may also elect to receive distributions of their accounts in a lump sum upon a change in control. Distributions to employee participants will be made solely in cash. The Board may amend or terminate the DCP at any time in accordance with the terms of the DCP. The deferred compensation obligations under the DCP are unsecured general obligations of the Company to pay the deferred compensation of participants in the DCP. The deferred compensation obligations under the DCP will rank equally with the Company’s other unsecured and unsubordinated indebtedness from time to time outstanding. The following table reflects contributions under the DCP made by our NEOs and AdvanSix for the fiscal year ended December 31, 2023, earnings (the net of the gains and losses on funds, as applicable), distributions, and the ending balance as of December 31, 2023.

  85. NON-QUALIFIED DEFERRED COMPENSATION—FISCAL YEAR 2023

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  86. NON-QUALIFIED DEFERRED COMPENSATION—FISCAL YEAR 2023

    | Named Executive Officer | Executive Contributions for 2023 | Registrant Contributions for 2023 (1) | Aggregate Earnings/(Losses) in 2023 | Aggregate Withdrawals/ Distributions | Aggregate Balance at 12/31/23 (2) | | Erin N. Kane | $81,028 | $43,896 | $177,774 | $— | $1,255,962 | | Michael Preston | $— | $— | $81,223 | $(315,169) | $624,391 | | Achilles B. Kintiroglou | $— | $— | $— | $— | $— | | Kelly Slieter | $19,596 | $6,640 | $10,664 | $— | $73,793 | | Christopher Gramm | $6,240 | $374 | $23,258 | $— | $228,521 |

  87. NON-QUALIFIED DEFERRED COMPENSATION—FISCAL YEAR 2023

    (1)Amounts reflect Company matching contributions earned for 2023 and credited in 2024. Company matching contributions apply to salary deferrals. (2)Salary and annual incentive compensation deferred under the DCP, as well as registrant contributions, are reported as compensation in the Summary Compensation Table for the respective year in which the salary or annual incentive compensation was paid or earned. This amount does not include the following Company contributions earned in 2023 but paid in 2024, which are reported in the "Registrant Contributions for 2023" column: Ms. Kane, $43,896, Ms. Slieter, $6,640 and Mr. Gramm, $374.

  88. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL The following table summarizes estimated payments and benefits to which our NEOs would be entitled upon the hypothetical occurrence of various termination scenarios or a change in control. The information in the table below is based on the assumption, in each case, that the termination of employment occurred on December 31, 2023. Pension and non-qualified deferred compensation benefits, which are described elsewhere in this proxy statement, are not included in the table below in accordance with the applicable proxy statement disclosure requirements, even though they may become payable at the times specified in the table.

  89. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

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  90. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

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  91. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    | Payments and Benefits | Named Executive Officer | Termination by the Company Without Cause or by the NEO for Good Reason | Death | Disability | Change in Control—No Termination of Employment | Change in Control— Termination of Employment by Company, Without Cause, or by NEO for Good Reason within 24 months after Change in Control | | Cash Severance (Base Salary + Bonus) | Erin N. Kane | $3,059,100(1) | $— | $— | $— | $4,078,800(1) | | | Michael Preston | $833,000(1) | $— | $— | $— | $1,323,000(1) | | | Achilles B. Kintiroglou | $718,769(1) | $— | $— | $— | $1,168,000(1) | | | Kelly Slieter | $627,077(1) | $— | $— | $— | $1,019,000(1) | | | Christopher Gramm | $436,800(1) | $— | $— | $— | $748,800(1) | | Short-Term Incentive Compensation (Year of Termination) | Erin N. Kane | $— | $326,304(2) | $326,304(2) | $— | $1,019,700(2) | | | Michael Preston | $— | $109,760(2) | $109,760(2) | $— | $343,000(2) | | | Achilles B. Kintiroglou | $— | $87,360(2) | $87,360(2) | $— | $269,538(2) | | | Kelly Slieter | $— | $76,800(2) | $76,800(2) | $— | $235,154(2) | | | Christopher Gramm | | $39,936(2) | $39,936(2) | | $124,800(2) | | COBRA Payment | Erin N. Kane | $— | $— | $— | $— | $—(3) | | | Michael Preston | $— | $— | $— | $— | $37,626(3) | | | Achilles B. Kintiroglou | $— | $— | $— | $— | $37,626(3) | | | Kelly Slieter | $— | $— | $— | $— | $37,626(3) | | | Christopher Gramm | | | | | $37,626 | | Outstanding Equity Awards | Erin N. Kane | $— | $9,029,694(4) | $9,029,694(4) | $— | $13,086,478(4) | | | Michael Preston | $— | $2,333,554(4) | $2,333,554(4) | $— | $3,399,017(4) | | | Achilles B. Kintiroglou | $— | $1,606,245(4) | $1,606,245(4) | $— | $2,240,838(4) | | | Kelly Slieter | $— | $1,095,048(4) | $1,095,048(4) | $— | $1,578,547(4) | | | Christopher Gramm | | $860,541(4) | $860,541(4) | | $950,856(4) | | Benefits and Perquisites | Erin N. Kane | $— | $— | $— | $— | $— | | | Michael Preston | $— | $— | $— | $— | $— | | | Achilles B. Kintiroglou | $— | $— | $— | $— | $— | | | Kelly Slieter | $— | $— | $— | $— | $— | | | Christopher Gramm | | | | | | | All Other— Payments/Benefits | Erin N. Kane | $— | $— | $— | $— | $— | | | Michael Preston | $— | $— | $— | $— | $— | | | Achilles B. Kintiroglou | $— | $— | $— | $— | $— | | | Kelly Slieter | $— | $— | $— | $— | $— | | | Christopher Gramm | | | | | | | Total | Erin N. Kane | $3,059,100 | $9,355,998 | $9,355,998 | $— | $18,184,978 | | | Michael Preston | $833,000 | $2,443,314 | $2,443,314 | $— | $5,102,643 | | | Achilles B. Kintiroglou | $718,769 | $1,693,605 | $1,693,605 | $— | $3,716,002 | | | Kelly Slieter | $627,077 | $1,171,848 | $1,171,848 | $— | $2,870,327 | | | Christopher Gramm | $436,800 | $900,477 | $900,477 | $— | $1,862,081 |

  92. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

    (1)Amounts represent each NEO’s lump sum cash severance payment under the AdvanSix Inc. Executive Severance Pay Plan. See above under the Compensation Discussion and Analysis under “Other AdvanSix Compensation & Benefit Programs - Severance Benefits” for a description of the terms of the Executive Severance Pay Plan. (2)Under the terms of the AdvanSix Inc. Short-Term Incentive Plan, a participant must be employed on the payout date to receive his or her payout subject to certain exceptions. If a participant dies or becomes disabled during the annual performance period, he or she will receive a prorated award based on actual performance achievement. If a participant’s employment is involuntarily terminated other than for cause within 24 months after a change in control, he or she will receive a prorated target award. (3)Amounts represent each NEO’s entitlement under the AdvanSix Inc. Executive Severance Pay Plan to a lump sum cash payment representing the estimated aggregate cost that the Company would have incurred, less expected participant contributions, to subsidize continuation of his or her COBRA coverage for the specified severance period. (4)Amounts represent the value associated with accelerated vesting of the unvested AdvanSix PSU, RSU and stock option awards. The values are based on the closing market price per share of our Common Stock ($29.96) on December 31, 2023. Upon death or disability, unvested RSUs and stock options vest in full. Unvested PSUs vest on a prorated basis, with such proration based on the portion of the performance period during which the grantee was employed prior to termination due to death or disability, with the number of shares earned based upon actual performance achievement during the three-year performance period. Any earned PSUs are paid following the end of the performance period at the same time they are paid to grantees generally. The amount reported in these columns for PSUs reflects the actual number of shares earned under the 2021 PSU awards, 2/3 of the 2022 PSU awards at maximum and 1/3 of the 2023 PSU awards at target. Upon a change in control, unvested PSUs, RSUs, and stock options remain outstanding and do not vest unless they are not assumed or substituted for by the acquirer as determined in accordance with the terms of our stock incentive plan. Upon a termination without cause or for good reason within 24 months after the occurrence of a change in control, unvested RSUs and stock options vest in full. Unvested PSUs vest at the greater of target or the actual number of shares earned based on performance achievement as determined by the C&LD Committee. For purposes of this table, the amount reported in this column for PSUs reflects the 2021 PSU awards at actual, and the 2022 and 2023 PSU awards at threshold and target.

  93. POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

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  94. 2023 PAY RATIO DISCLOSURE

    2023 PAY RATIO DISCLOSURE As required by the Dodd-Frank Act, we are providing the following information about the relationship of the annual total compensation of the individual identified as our median paid employee and the annual total compensation of our CEO. We believe this pay ratio is calculated in a manner consistent with SEC rules based on our payroll and employment records and the methodology described below. Because the SEC rules for identifying the median compensated employee and calculating the pay ratio based on that employee’s annual total compensation allow companies to adopt a variety of methodologies, to apply certain exclusions, and to make reasonable estimates and assumptions that reflect their compensation practices, the pay ratio reported by other companies may not be comparable to the pay ratio reported below, as other companies may have different employment and compensation practices and may utilize different methodologies, exclusions, estimates, and assumptions in calculating their own pay ratios. We identified the median employee for 2022 based on our population as of December 31, 2022. As there has been no change in our employee population or compensation arrangements in 2023 that we believe would significantly impact the pay ratio disclosure, we are using the same median employee identified for 2022. In 2023, this employee’s annual total compensation was $98,910 and the annual total compensation of our CEO was $4,718,496. Based on this information, the ratio of the annual total compensation of our CEO to the annual total compensation of the median employee for 2023 was 48 to 1. To identify the median employee, we used the following methodology: •We determined that, as of December 31, 2022, our employee population, including our full-time, part-time, and temporary employees, consisted of 1,704 individuals (excluding the CEO), who were actively employed during the 2022 calendar year, with 1,699 of these individuals located in the U.S. and 5 individuals located outside of the U.S. Under SEC rules which provide an exemption for a de minimis number of employees located outside of the U.S., we excluded 5 employees located in Brazil, Italy and South Korea from the employee population, constituting all of our non-U.S. employees. For purposes of determining our pay ratio, our designated employee population included a total of 1,699 U.S. employees and no non-U.S. employees. •To identify the median employee, we used actual cash compensation (base salary, incentive awards, and overtime) paid to each employee for the period from January 1, 2022 through December 31, 2022 as our consistently applied compensation measure. For employees who were hired or terminated in calendar year 2022 but did not work for the Company for the entire year, compensation was annualized for the full year. Compensation for part-time employees hired during the year was annualized but not converted into a full-time equivalent. The median employee’s total compensation for 2023 was determined in accordance with Item 402(c)(2)(x) of Regulation S-K, resulting in the annual total compensation amount reported above. With respect to our CEO’s annual total compensation, we used the amount reported in the Total column in the Summary Compensation Table of this proxy statement.

  95. PAY VERSUS PERFORMANCE

    PAY VERSUS PERFORMANCE In accordance with rules adopted by the SEC pursuant to the Dodd-Frank Act, we provide the following disclosure regarding executive “compensation actually paid” (“CAP”) and certain Company performance for the fiscal years listed below. CAP is calculated pursuant to SEC rules, which require various adjustments be made to amounts that have been previously reported in the Summary Compensation Table in previous years; the dollar amounts do not reflect the actual amount of compensation earned or received by our CEO or other NEOs during the applicable year. Please refer to “Executive Compensation – Compensation Discussion and Analysis” for a complete description of how executive compensation relates to Company performance and how the C&LD Committee makes its decisions.

  96. PAY VERSUS PERFORMANCE

    | | | | | | Year-end value of $100 invested on 12/31/2019 in: | | | | | | Summary Compensation Table Total for Erin N. Kane(1) | Compensation Actually Paid to Erin N Kane(2) | Average Summary Compensation Table Total for Non-CEO NEOs (1) | Average Compensation Actually Paid to Non-CEO NEOs (1),(2) | ASIX(3) | S&P SmallCap 600 Materials Sector(3) | Net Income (in Millions) | Adjusted EBITDA (in Millions)(4) | | Year | $ | $ | $ | $ | $ | $ | $ | $ | | 2023 | 4,718,496 | 513,696 | 1,116,168 | 309,678 | 155.36 | 163.68 | 54.6 | 153.6 | | 2022 | 5,319,589 | 1,391,954 | 1,156,388 | (43,013) | 193.52 | 136.42 | 171.9 | 308.5 | | 2021 | 5,751,844 | 23,015,799 | 1,419,859 | 4,154,084 | 237.34 | 145.27 | 139.8 | 267 | | 2020 | 4,385,575 | 4,500,261 | 1,079,378 | 1,225,774 | 100.15 | 122.68 | 46.1 | 128.6 |

  97. PAY VERSUS PERFORMANCE

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  98. PAY VERSUS PERFORMANCE

    1) Erin N. Kane has served as our CEO since October 1, 2016. The information presented for Non-CEO NEOs reflects the average Summary Compensation Table total compensation and average CAP for the following executives by year:

  99. PAY VERSUS PERFORMANCE

    | 2023: Michael Preston, Achilles B. Kintiroglou, Kelly Slieter, Christopher Gramm | | 2022: Michael Preston, Achilles B. Kintiroglou, Kelly Slieter, Christopher Gramm, Willem Blindenbach | | 2021: Michael Preston, Achilles B. Kintiroglou, Kelly Slieter, Willem Blindenbach | | 2020: Michael Preston, Achilles B. Kintiroglou, Christopher Gramm, Willem Blindenbach |

  100. PAY VERSUS PERFORMANCE

    2) Deductions from, and additions to, total compensation in the Summary Compensation Table by year to calculate CAP include:

  101. PAY VERSUS PERFORMANCE

    | | 2023 | | 2022 | | 2021 | | 2020 | | | | Erin N. Kane | Average Non-CEO NEOs | Erin N. Kane | Average Non-CEO NEOs | Erin N. Kane | Average Non-CEO NEOs | Erin N. Kane | Average Non-CEO NEOs | | | $ | $ | $ | $ | $ | $ | $ | $ | | Total Compensation from Summary Compensation Table | 4,718,496 | 1,116,168 | 5,319,589 | 1,156,388 | 5,751,844 | 1,419,859 | 4,385,575 | 1,079,378 | | Adjustments for Pension | | | | | | | | | | Adjustment for Summary Compensation Table Pension | (53,931) | (22,082) | — | — | — | — | — | — | | Amount added for current year service cost | 97 | 235 | — | — | — | — | — | — | | Total Adjustments for Pension | (53,834) | (21,847) | — | — | — | — | — | — | | Adjustments for Equity Awards | | | | | | | | | | Adjustment for grant date values in the Summary Compensation Table | (3,257,399) | (573,821) | (3,293,151) | (482,600) | (3,059,597) | (561,849) | (2,640,024) | (492,515) | | Year-end fair value of unvested awards granted in the current year | 1,071,072 | 188,677 | 3,303,960 | 411,927 | 6,897,757 | 1,219,584 | 4,173,325 | 774,015 | | Year-over-year difference of year-end fair values for unvested awards granted in prior years | (3,128,444) | (492,609) | (2,880,654) | (375,948) | 12,870,535 | 1,951,013 | (768,929) | (60,664) | | Fair values at vest date for awards granted and vested in current year | — | — | — | — | — | — | — | — | | Difference in fair values between prior year-end fair values and vest date fair values for awards granted in prior years | 1,163,806 | 93,110 | (1,057,791) | (154,752) | 555,259 | 125,477 | (649,686) | (74,440) | | Forfeitures during current year equal to prior year-end fair value | — | — | — | (598,028) | — | — | — | — | | Dividends or dividend equivalents not otherwise included in total | — | — | — | — | — | — | — | — | | Total Adjustments for Equity Awards | (4,150,966) | (784,644) | (3,927,636) | (1,199,401) | 17,263,955 | 2,734,225 | 114,686 | 146,396 | | Compensation Actually Paid (as calculated) | 513,696 | 309,678 | 1,391,954 | (43,013) | 23,015,799 | 4,154,084 | 4,500,261 | 1,225,774 |

  102. PAY VERSUS PERFORMANCE

    3) TSR is calculated by dividing the sum of the cumulative amount of dividends for the measurement period, assuming dividend reinvestment, and the difference between the Company’s share price at the end and the beginning of the measurement period by the Company’s share price at the beginning of the measurement period. TSR is determined based on the value of an initial fixed investment of $100. The TSR peer group consists of the S&P SmallCap Materials Sector. 4) Adjusted earnings before interest, taxes, depreciation, and amortization; please see Appendix A for a reconciliation of Net Income to Adjusted EBITDA.

  103. PAY VERSUS PERFORMANCE

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  104. Pay Versus Performance: Graphical Description

    Pay Versus Performance: Graphical Description The illustrations below provide a graphical description of CAP (as calculated in accordance with the SEC rules) and the following measures: a.the Company’s cumulative TSR and the Peer Group’s cumulative TSR; b.the Company’s Net Income; and c.the Company Selected Measure, which for AdvanSix is Adjusted EBITDA.