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Daniel Sansone

Director at AdvanSixAdvanSix
Board

About Daniel F. Sansone

Daniel F. Sansone (age 72) is an independent director of AdvanSix and has served on the Board since the Honeywell spin-off on October 1, 2016 . He previously served as Executive Vice President of Strategy and Chief Financial Officer at Vulcan Materials (CFO 2005–2014), with earlier divisional president and finance roles, bringing 40+ years of senior leadership and financial expertise in public companies and regulated industries . He is designated by the Board as an SEC “audit committee financial expert” and meets NYSE accounting/financial management expertise criteria .

Past Roles

OrganizationRoleTenureCommittees/Impact
Vulcan Materials CompanyExecutive Vice President of StrategyThrough 2014 (retirement) Senior leadership and strategic oversight at a large industrial materials producer
Vulcan Materials CompanyChief Financial Officer2005–2014 Led finance, reporting, controls; public company CFO experience
Vulcan Materials CompanyPresident, Southern & Gulf Coast Division2001–2005 General management and operations leadership
Vulcan Gulf Coast MaterialsPresident1997–2001 Division leadership, HS&E and operational oversight
Vulcan Materials CompanyCorporate Controller; VP FinanceVarious, starting in 1988 Corporate finance and accounting leadership
Monroe Auto Equipment; FMC Corporation; Kraft Inc.Various rolesPre-1988 (domestic/international) Broadened industrial and global experience

External Roles

OrganizationRoleTenureNotes
Ingevity Corporation (NYSE: NGVT)DirectorCurrent Specialty chemicals; adds industry adjacency insight

Board Governance

  • Committee roles (2024): Audit Committee Chair; HS&E Committee member .
  • Committee changes effective June 18, 2025: Sansone serves on Audit, joins Nominating & Governance, and continues HS&E; Donald Newman becomes Audit Committee Chair .
  • Audit Committee expertise: Sansone is an SEC-defined “audit committee financial expert”; Audit Committee members are independent and satisfy NYSE financial expertise .
  • Board/committee activity: In 2024 the Board held 5 meetings and Board Committees held 19; all directors then serving attended at least 80% of Board meetings and at least 88% of their committee meetings; all directors attended the 2024 Annual Meeting .
  • Refreshment signal: The Board waived the director age limit on a limited basis to nominate Sansone for re‑election at the 2025 Annual Meeting .

Committee Structure and 2024 Meetings

Committee2024 MeetingsSansone Role
Audit6 Chair (2024)
Compensation & Leadership Development5 Not a member (2024)
Nominating & Governance4 Joins effective June 18, 2025
Health, Safety & Environmental (HS&E)4 Member

Fixed Compensation

Metric20232024
Annual Board cash retainer$90,000 $90,000
Audit Committee Chair retainer$20,000 $20,000
Total fees earned (Sansone)$110,000 $110,000
Equity grant fair value$104,988 $104,993
Total director compensation$214,988 $214,993

RSU grant details (annual director equity):

GrantSharesGrant Date Value/ShareVesting
2024 RSU award4,393 $23.90 Vests in full on June 11, 2025

Additional program features:

  • Directors may defer up to 100% of cash retainers into the AdvanSix Deferred Compensation Plan (DCP); until ownership requirements are met, deferrals are limited to the AdvanSix stock unit fund; dividends are credited as additional stock units; distributions occur per elections and 409A .
  • Stock ownership guideline: 5x base cash retainer (i.e., $450,000 in 2024); all directors other than Aslam, Lovett, and Newman had met guidelines as of April 1, 2025 (Sansone is compliant) .

Performance Compensation

ComponentStatusNotes
Annual cash bonusNot applicableDirectors do not receive bonuses
Performance share units (PSUs)Not applicableDirector equity is full-value RSUs (time-vest)
OptionsNot applicableDirector program uses RSUs; no options disclosed
Performance metrics (revenue, EBITDA, TSR, ESG)Not applicableNo performance metrics tied to director pay
Clawback on director awardsNot disclosedClawback oversight described for executives; not specified for directors
2025 equity increaseApplicableAnnual director equity grant increased from $105,000 to $120,000 for 2025, aligning with peer median

Other Directorships & Interlocks

CompanyIndustry Relationship to ASIXRoleConflict Notes
Ingevity (NGVT)Chemicals adjacencyDirectorNo related-party transactions requiring disclosure since Jan 1, 2024
  • Related-party transaction policy requires Nominating & Governance Committee pre-approval of transactions >$100,000 involving related persons; delegated authority to Chair up to $500,000 if not involved; none disclosed since Jan 1, 2024 .

Expertise & Qualifications

  • Financial leadership: Former CFO of Vulcan Materials; deep accounting, reporting, controls, capital markets experience .
  • Audit and financial oversight: SEC “audit committee financial expert” designation; NYSE financial management expertise .
  • Operations and HS&E: Divisional leadership in continuous manufacturing; HS&E committee service .
  • Public company governance and M&A: Extensive board and executive experience; regulated industries exposure .

Equity Ownership

As-of DateCommon StockOther Stock-Based Holdings (DCP units)% of ClassNotes
April 1, 202452,280 3,253 <1% (“*”) Includes 31,479 shares held indirectly by spouse
April 1, 202540,665 3,333 <1% (“*”) Includes 31,479 shares held indirectly by spouse

Unvested RSUs outstanding (Dec 31, 2024):

DirectorRSUs Outstanding
Daniel F. Sansone4,393

Ownership guideline compliance:

  • Sansone meets director stock ownership guideline (≥5x base retainer) as of April 1, 2025 .

Governance Assessment

  • Strengths:

    • Robust audit oversight and financial expertise; Sansone chaired the Audit Committee in 2024 and is designated an audit committee financial expert, supporting confidence in reporting integrity .
    • High engagement: Board/committee cadence and ≥80%/≥88% attendance across directors; full attendance at the 2024 Annual Meeting .
    • Alignment: Consistent equity grants with hold‑until‑compliance rules; Sansone meets stringent 5x retainer ownership guideline; availability of DCP promotes long-term alignment .
    • Shareholder support: Advisory say‑on‑pay approved by ~95% of votes cast at the 2024 Annual Meeting, signaling broad support for compensation governance .
  • Governance evolution:

    • Audit Chair transition to Newman effective June 18, 2025 while Sansone remains on Audit and joins Nominating & Governance; this supports succession planning and broader governance contributions .
    • Board evaluation processes and CEO one‑on‑ones implemented post‑2024 evaluation indicate continuous improvement .
  • RED FLAGS / Watch items:

    • Age-limit waiver to re‑nominate Sansone (age 72) suggests reliance on his expertise; investors should monitor board refreshment balance and succession at committee chair roles .
    • External board at Ingevity (industry adjacency) warrants standard related‑party monitoring; however, ASIX discloses no related‑party transactions since Jan 1, 2024 .

Overall, Sansone’s deep finance and operational credentials, prior Audit Chair leadership, and ownership compliance underpin board effectiveness and investor confidence, with minimal conflict signals and an active refreshment posture via committee transitions and evaluation processes .