Ashland announces appointment of two new directors

Wilmington, DE – Ashland Inc. announced the appointments of two new independent members of the Company Board of Directors and the formation of a Capital Allocation Advisory Committee as part of entry into a cooperation agreement with Ancora Holdings Group, LLC, a meaningful stockholder.

Effective immediately, the Board will appoint Peter Thomas and Allen Spizzo as independent members. Thomas is the former chair, chief executive officer and president of Ferro Corporation (formerly NYSE: FOE). Spizzo is the former vice president and chief financial officer of Hercules Incorporated and its affiliated entities. Thomas and Spizzo will next stand for election at the Ashland 2027 Annual Meeting of Stockholders. In connection with the appointments of Thomas and Spizzo, the Board will temporarily expand to 11 members before reducing it to 10 members at the 2027 Annual Meeting.

“We are pleased to strengthen our Board by adding Peter and Allen, both of whom possess deep executive leadership and operational experience in the specialty chemicals industry,” said Guillermo Novo, chair and chief executive officer, Ashland. “Their independent perspectives, combined with our current directors’ deep knowledge of Ashland business, strategy and financials, will support our continued focus on enhancing stockholder value. As we welcome Peter and Allen, our organization remains focused on executing our strategic priorities, serving customers and delivering on our commitments.”

Susan L. Main, lead independent director of the Ashland Board added, “We value the perspectives of all our stockholders and have appreciated their constructive engagement and recent input on Board refreshment. The appointments of Peter and Allen, together with the formation of a Capital Allocation Advisory Committee, reflect our continued commitment to strong corporate governance and stockholder value creation. Under the leadership of Committee Chair Scott Tozier, who brings significant expertise in chemicals manufacturing and financial management, this newly formed committee will support the disciplined and objective evaluation of the Ashland capital allocation strategy and planning.”

“We always strive to maintain productive and private engagement with the companies we invest in,” said Fred DiSanto, chair and chief executive officer, Ancora and Jim Chadwick, president, Ancora Alternatives LLC. “As we engaged with Guillermo and Ashland leadership, it became clear that they, like us, are focused on driving shareholder value. The addition of Peter and Allen – alongside the formation of a new committee gives us, and hopefully our fellow shareholders, significant confidence as the company moves forward. Ashland has exceptional assets and strong opportunities in front of it,” they concluded.

The newly formed Capital Allocation Advisory Committee will support and make recommendations to the Board regarding the company’s capital allocation approach and strategic planning. The Committee will be chaired by current director Scott Tozier, joined by fellow directors Bertrand Loy and Susan L. Main, as well as Peter Thomas and Allen Spizzo. Guillermo Novo will serve as a non-voting member of the Committee.

Under the terms of the Agreement, Ancora has agreed to customary standstill, voting commitments and other provisions. A complete copy of the Agreement will be filed on Form 8-K with the U.S. Securities and Exchange Commission.

Citi and Lazard are serving as financial advisors and Latham & Watkins LLP is serving as legal counsel to Ashland. FGS Global is serving as strategic communications advisor. Olshan Frome Wolosky LLP is serving as legal counsel and Longacre Square Partners LLC is serving as strategy advisor to Ancora.