Amy M. Sanders
About Amy M. Sanders
Senior Vice President, General Counsel, Secretary and Corporate Ethics Officer at Avient (AVNT); appointed April 29, 2024 and added to the Named Executive Officers list for 2024 . The company’s 2024 operating backdrop tied to her incentive plan included 3% sales growth to $3.24B, GAAP EPS from continuing operations up 122% to $1.84, and adjusted EPS up 13% to $2.66, alongside a 5% dividend increase . Avient’s compensation design emphasizes pay-for-performance and uses Adjusted Operating Income, Working Capital as % of Sales, and sustainability metrics in the annual plan, with clear clawback and anti-hedging/pledging policies . Education, age, and prior career details were not disclosed in the 2025 proxy.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Avient Corporation | Senior Vice President, General Counsel, Secretary and Corporate Ethics Officer | 2024–present | Company secretary and chief legal/ethics officer; signatory for proxy materials |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| Not disclosed | — | — | No external board/service roles disclosed in the 2025 DEF 14A for Sanders |
Fixed Compensation
| Component | 2024 Value |
|---|---|
| Base Salary | $465,000 (initial rate set upon appointment) |
| Target Bonus % of Salary | 60% (2024 Annual Incentive Program) |
| Actual Annual Incentive Paid (2024) | $358,122 (paid Feb 2025) |
| Sign-on Cash Bonus | $170,000 (granted with appointment) |
Performance Compensation
| Metric | Weight | Threshold | Target | Actual/Result | Payout % | Vesting/Timing |
|---|---|---|---|---|---|---|
| Adjusted Operating Income (Consolidated) | 70.0% | $312.7mm | $330.0mm | $350.7mm | 200.0% | Annual cash; paid Feb 2025 |
| Working Capital as % of Sales (Consolidated) | 20.0% | 12.7% | 12.3% | 12.0% | 176.0% | Annual cash; paid Feb 2025 |
| Sustainability Objectives (Safety, Engagement, Energy/Waste Intensity) | 10.0% | See disclosure | See disclosure | Safety/engagement exceeded; waste intensity reduced; energy intensity not met | 150.0% | Annual cash; paid Feb 2025 |
| Total Attainment | — | — | — | — | 190.2% | — |
| 2024 Equity Awards | Grant Date | Units/Shares | Terms |
|---|---|---|---|
| RSUs (time-based; onboarding grant) | Apr 29, 2024 | 20,000 | RSUs generally vest on the 3rd anniversary of grant; include dividend equivalents |
| 2024 LTIP (Cash PUs, SARs, annual RSUs) | — | — | Sanders did not participate in 2024 LTIP; begins LTIP participation in 2025 with a target of 130% of salary |
Equity Ownership & Alignment
| Ownership Measure | Detail |
|---|---|
| Beneficial Ownership (Feb 28, 2025) | Not reported (—) in beneficial ownership table; less than 1% of class for all NEOs listed |
| Executive Stock Ownership (Guidelines Measure) | Target: 20,000 shares; Total share ownership: 25,853 as of Feb 28, 2025 (meets/exceeds guideline) |
| Unvested RSUs Outstanding | 20,343 units; market value $831,215 at Dec 31, 2024 |
| Options/SARs | None reported for Sanders; no unexercisable/exercisable SARs listed |
| Hedging/Pledging Policy | Prohibited under Insider Trading Policy (anti-hedging/anti-pledging; no short sales/margin purchases) |
| Clawback Policy | NYSE-compliant clawback for excess incentive-based compensation upon accounting restatement; broad recovery methods with limited impracticability exceptions |
Employment Terms
- Appointment/start: April 29, 2024; added as NEO in 2024 .
- Executive Severance Plan (non-CoC): 2x base salary, annual bonus for year of separation, two years benefits reimbursement (plus taxes), and 12 months outplacement; confidentiality, non-compete, non-solicit, and non-disparagement covenants required .
- Management Continuity Agreement (CoC – double trigger): Two years severance protection for Sanders; upon termination without cause or for good reason following a CoC, lump sum equal to 2x base salary and 2x target annual incentive, up to two years benefits, one year financial planning allowance, and retirement plan contribution equivalents; no excise tax gross-up; requires release and non-compete/non-solicit .
- Potential payments (illustrative at Dec 31, 2024, stock price $40.86): Involuntary termination without cause total includes cash severance $1,288,122; annual incentive $358,122; RSUs (death/disability/retirement proration only); health/welfare $26,113; outplacement $12,000; financial planning $0; lump sum for defined contribution plans $31,973 . Under CoC double-trigger, cash severance $1,306,574; RSUs full value at CoC; health/welfare $26,113; financial planning $10,000; lump sum for plans $31,973 .
- Deferred compensation: No Supplemental Retirement Benefit Plan contributions/balance disclosed for Sanders in 2024 .
Compensation Structure Analysis
- Cash vs equity mix: 2024 compensation included base pay, annual incentive, sign-on cash, and onboarding RSUs; no 2024 LTIP participation, which begins 2025 (target 130% of salary), indicating increasing equity-linked at-risk pay going forward .
- Equity award design: RSUs vest in 3 years with dividend equivalents; SARs program exists company-wide with stock price hurdles and a 200% appreciation cap, but Sanders did not receive SARs in 2024 .
- Performance metrics rigor: Annual plan based 70% on Adjusted Operating Income, 20% Working Capital efficiency, 10% sustainability; 2024 attainment at 190.2% reflects outperformance vs targets .
Say-on-Pay & Shareholder Feedback
- Say-on-Pay approval: Over 96% support at the 2024 Annual Meeting; Compensation Committee maintained program structure given strong support .
Risk Indicators & Red Flags
- Hedging/pledging: Prohibited (alignment positive) .
- Clawback: NYSE-compliant (risk mitigation) .
- Related party transactions: None in 2024 (governance positive) .
- Tax gross-ups: Relocation-related tax gross-up of $55,983 for Sanders in 2024 (shareholder optics to monitor) .
- Ownership guidelines: Executives must retain 100% of net shares until targets met; Sanders exceeds her 20,000-share target (alignment positive) .
Investment Implications
- Alignment: Exceeds ownership guideline (25,853 vs 20,000) and is subject to anti-hedging/pledging and clawback, supporting shareholder alignment and downside governance protection .
- Retention/selling pressure: Primary equity is a single 20,000 RSU onboarding grant vesting on the third anniversary (generally) of Apr 29, 2024, which suggests limited near-term selling pressure and a retention tether into 2027 . No 2024 SARs; 2025 LTIP participation adds multi-year performance/retention features .
- Severance economics: Standard 2x salary and bonus under severance; double-trigger CoC with 2x salary and target bonus, full vesting of certain awards at CoC—meaning manageable change-of-control cost while maintaining retention incentives .
- Execution risk linkage: 2024 cash incentive outsized at 190.2% tied to strong operating performance and working capital efficiency; future incentives (2025+) will further hinge on EPS and stock price through LTIP, increasing performance sensitivity of pay .