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David Sewell

Director at HuntsmanHuntsman
Board

About David B. Sewell

Independent director of Huntsman Corporation since 2022; age 56. Former CEO of WestRock Company with 25+ years in global manufacturing, operations, and downstream ACE (adhesives, coatings, elastomers) markets; current board roles include Audit and Sustainability at Huntsman . The Board has affirmatively determined Sewell is independent under NYSE rules .

Past Roles

OrganizationRoleTenureCommittees/Impact
WestRock CompanyPresident & Chief Executive Officer2021–2024Oversaw combination with Smurfit Kappa to create Smurfit WestRock plc; led a global paper and packaging company (~$18.7B sales, ~50,000 employees) .
The Sherwin-Williams CompanyPresident & COO; President, Performance Coatings Group2019–2021; 2014–2019Led all operating segments and >60,000 employees; Performance Coatings revenue grew from $2.8B to $6.1B .
General Electric (Plastics & Advanced Materials)Senior commercial, global sales & marketing roles~15 yearsSenior roles across commercial and business performance functions .

External Roles

OrganizationRoleTenureNotes
WestRock CompanyDirector2021–2024Board member prior to Smurfit WestRock formation .
Cleveland ClinicTrusteeNot disclosedNon-profit academic medical center governance role .
Cleveland Playhouse SquareTrusteeNot disclosedNon-profit performing arts center governance role .

Board Governance

  • Committee assignments: Audit and Sustainability .
  • Independence: Independent director per Board determination .
  • Attendance: In 2024, the Board met 6 times; each director attended at least 75% of aggregate Board and committee meetings; non-management directors held 4 executive sessions led by the Lead Independent Director .
  • Committee activity: Audit met 4 times; Compensation 8; Governance 4; Sustainability 4 .
Governance MetricValue
Board meetings (2024)6
Executive sessions (2024)4
Audit Committee meetings (2024)4
Sustainability Committee meetings (2024)4
Independence statusIndependent
Director attendance threshold≥75% achieved by all directors

Fixed Compensation (Director Cash)

ComponentAmount (USD)Notes
Annual Board retainer$125,000 Non-employee director retainer.
Audit Committee member fee$20,000 Committee membership fee.
Sustainability Committee member fee$10,000 Committee membership fee.
Total cash fees (2024)$155,000 As reported in director compensation table.

Performance Compensation (Director Equity)

Grant TypeGrant DateShares GrantedGrant-Date Fair Value per ShareTotal Grant-Date Fair Value
Fully-vested stock award or deferred stock units (director election)Feb 15, 20246,895 $23.93 $165,000
Delivery termsN/AN/AN/AShares underlying stock unit awards deliverable upon termination of service .
  • Director equity program: Annual equity in the form of fully-vested stock or deferred stock units; no performance-based metrics apply to director equity grants .

Other Directorships & Interlocks

CompanyRoleTimeframeInterlock/Conflict Considerations
WestRock CompanyDirector2021–2024Industry adjacency (packaging, paper); no related party transactions disclosed involving Sewell .

Expertise & Qualifications

  • Executive leadership of a Fortune 500 company; deep domain experience in adhesives, coatings, elastomers markets relevant to Huntsman’s portfolio .
  • Global manufacturing, operations, end-to-end supply chain, strategic planning, sales/marketing expertise .

Equity Ownership

ItemAmount
Beneficial ownership (shares)24,845
Ownership as % of shares outstanding~0.014% (24,845 / 173,747,479)
Vested stock units deliverable upon termination16,612
Hedging/short sales policyProhibited for directors and officers; no hedging reported .
PledgingNot prohibited but caution required; no pledging disclosed for Sewell .
Director stock ownership guideline3× annual cash retainer for directors .
Guideline compliance statusAll directors/NEOs have met or are progressing toward guidelines as of July 15, 2024 .

Insider Trading and Section 16 Compliance

YearSection 16 Filing Status
2024All required Section 16(a) reports were filed timely for executive officers and directors .

Governance Assessment

  • Strengths:
    • Independent director with directly relevant downstream ACE market experience; enhances board oversight of Huntsman’s strategic growth segments .
    • Active roles on Audit and Sustainability Committees support financial integrity, risk oversight, and EHS/product stewardship governance .
    • Alignment via annual equity grants and director ownership guidelines; reported compliance/progress across directors .
  • Potential risk indicators and mitigants:
    • Industry adjacency from prior roles (coatings, packaging) could create perceived conflicts; Board independence criteria applied and no related-party transactions involving Sewell are disclosed in the proxy .
    • Attendance expectations met at Board level (≥75% for all directors) and robust meeting cadence across committees .
    • Company policy prohibits hedging/short sales; pledging discouraged; no hedging by directors reported .
  • Pay/awards governance:
    • Director compensation structure is market-based, with cash retainer plus committee fees and annual equity; plan-level clawback applies to awards and a corporate clawback policy is in place (NYSE/10D compliant) .