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Brad Lich

Director at SILGAN HOLDINGSSILGAN HOLDINGS
Board

About Brad A. Lich

Brad A. Lich (age 57) has served on Silgan Holdings’ Board since October 2019 and is currently a Class I Director standing for a term expiring in 2028; he is deemed an independent director under NYSE listing standards . He is Executive Vice President and Chief Commercial Officer at Eastman Chemical Company, leading Advanced Materials and the circular platform, and overseeing marketing, sales, procurement, corporate strategy, and regional leadership; prior roles include EVP Advanced Materials & Additives & Functional Products and earlier commercial leadership positions at Coatingsmart, E‑Chemicals, The Valspar Corporation, and The Dow Chemical Company .

Past Roles

OrganizationRoleTenureCommittees/Impact
Eastman Chemical CompanyExecutive Vice President & Chief Commercial OfficerSince March 2016Responsible for Advanced Materials and circular platform; leads marketing, sales, procurement, corporate strategy, regional leadership
Eastman Chemical CompanyEVP, Advanced Materials & Additives & Functional ProductsJan 2014–Mar 2016Senior leadership across multiple business segments
Eastman Chemical CompanyVarious leadership roles2001–2013Progressively expanded commercial responsibilities
Coatingsmart, Inc.; E‑Chemicals, Inc.; The Valspar Corporation; The Dow Chemical CompanyLeadership/commercial rolesPre‑2001Commercial leadership roles (dates not individually disclosed)

External Roles

OrganizationRoleListed?Notes
Eastman Chemical CompanyEVP & Chief Commercial OfficerNYSEGlobal advanced materials and specialty additives; leadership scope includes segments and corporate functions

Board Governance

  • Committees (2024–2025): Audit (member), Compensation (member), Nominating (member); not a chair on any committee .
  • Independence and sessions: Classified as independent; independent directors met four times in 2024 following quarterly board meetings without management; non‑management directors hold regular executive sessions with no presiding director appointed .
  • Attendance: Board met five times in 2024; each Director attended at least 75% of Board and committee meetings on which they served (aggregate basis) .
  • Board structure: Chairperson (non‑executive) separate from CEO; risk oversight allocated among Board and committees (Audit—financial reporting risks; Compensation—compensation risk; Nominating—board nominations and governance) .

Fixed Compensation

YearCash Board Retainer ($)Committee Membership Fees ($)Chair Fees ($)Fees Earned or Paid in Cash ($)Stock Awards ($)All Other Compensation ($)Total ($)
2024110,000 24,000 (Audit $12,000; Compensation $12,000; Nominating has no member fee) 0134,000 124,955 (2,712 RSUs; grant 5/29/2024) 12,397 (dividend equivalents: $2,006 unvested RSUs; $10,391 vested/deferred RSUs) 271,352
2023110,000 24,000 (Audit $12,000; Compensation $12,000) 0134,000 124,965 (2,748 RSUs; grant 5/31/2023) 9,720 (dividend equivalents) 268,685

Notes:

  • Membership fees are paid for Audit and Compensation committees ($12,000 each); Nominating has chair fees only ($25,000) but no general member fees, which explains Mr. Lich’s cash fees totaling $134,000 despite serving on three committees .

Performance Compensation

Director equity is time‑based, not performance‑based; annual equity awards are made as restricted shares or RSUs with fair value of $125,000 at grant and vest in a single installment at the following annual meeting.

Grant DateInstrumentQuantityGrant‑Date Fair Value ($)VestingSource
2025‑05‑28RSUs (Director award)2,262N/A (Form 4 award; zero price)Annual director RSUs; standard next‑meeting vest
2024‑05‑29RSUs (Director award)2,712124,955Vest in single installment at following annual meeting
2023‑05‑31RSUs (Director award)2,748124,965Vest in single installment at following annual meeting

Program features:

  • Annual equity grant sized at $125,000 fair value; form of restricted shares or RSUs; vesting in a single installment at next annual meeting .

Other Directorships & Interlocks

  • Public company directorships: None disclosed for Mr. Lich; his biography lists executive roles at Eastman Chemical but no other public company boards .
  • Compensation Committee interlocks: Company discloses no compensation committee interlocks or insider participation for 2024 and 2023 .

Expertise & Qualifications

  • Extensive executive management and commercial leadership experience in advanced materials, additives, and functional products from senior roles at Eastman Chemical; prior commercial leadership across chemicals and coatings companies .
  • Brings executive operating experience, commercial strategy oversight, and procurement/market leadership exposure relevant to packaging supply chains .

Equity Ownership

As‑of DateBeneficial Ownership (Shares)% of OutstandingVested/Deferred RSUsUnvested/To Vest Within 60 DaysPost‑Transaction Ownership (Form 4)
2025‑04‑04 (Record Date)17,071<1% 14,359 2,712
2024‑04‑03 (Record Date)14,359<1% 11,611 2,748
2025‑05‑28 (Form 4)19,333 (after receipt of 2,262 RSUs; director award)

Policies:

  • Anti‑hedging/anti‑pledging policy prohibits directors from hedging or pledging company stock .
  • Director stock ownership guideline: minimum 5× the $110,000 annual cash retainer ($550,000 equivalent), with a five‑year transition period for newly elected directors (compliance status by director not individually disclosed) .

Insider Trades (Form 4)

Filing DateTransaction DateTypeQuantityPricePost‑Transaction OwnershipSEC Filing
2025‑05‑302025‑05‑28Award (A)2,2620.0019,333
2024‑05‑312024‑05‑29Award (A)2,7120.0017,071

Governance Assessment

  • Strengths: Independent director; member of all key committees (Audit, Compensation, Nominating); Board and committee structure includes regular independent sessions and robust risk oversight; strong shareholder support for executive pay (≈98% Say‑on‑Pay approval in 2024), signaling investor confidence in compensation governance .
  • Alignment: Director pay mix emphasizes standard cash retainers and time‑based equity; RSU grants sized at $125,000 fair value with transparent vesting; dividend equivalents paid only upon vesting; anti‑hedging/anti‑pledging and clawback policies in place, improving governance hygiene .
  • Potential conflicts/monitoring points: Company disclosed ordinary‑course raw material purchases from two companies where directors serve as an executive or director/investor; none constituted a related‑party transaction requiring Audit Committee approval, but ongoing monitoring is prudent given Mr. Lich’s senior executive role at a large materials supplier (companies not named) .
  • Attendance/engagement: Attendance threshold met (≥75%); independent directors held four executive sessions in 2024, supporting engagement without management present .

Committee Assignments Summary

CommitteeRoleChair?2024 Meetings
AuditMemberNo (Chair: N. Ramdev)8
CompensationMemberNo (Chair: L. Abramson)4
NominatingMemberNo (Chair: W. T. Donovan)1

Director Compensation Program Features

  • Cash: $110,000 annual Board retainer; $12,000 per member for Audit and Compensation committees; $25,000 for each committee chair (Audit/Comp/Nominating) .
  • Equity: Annual $125,000 fair value award in RSUs or restricted shares, vesting at the next annual meeting; pro‑rata awards for mid‑year appointees .

RED FLAGS: None disclosed specific to Mr. Lich (no RPTs requiring approval; no hedging/pledging permitted). Continued vigilance warranted due to ordinary‑course purchases from firms where directors hold executive roles (companies not identified) .