https://www.avient.com/sites/default/files/2024-05/3b - Corporate Governance Guidelines.Draft Feb. 2024.v1.2.Revised.4-16-24.Final_.pdf
In general, nominees are selected on the basis of the following criteria, among others: business or professional experience; knowledge and skill in certain specialty areas such as accounting and finance, international markets, physical sciences and technology, or the specialty materials industry; personal characteristics such as ethical standards, integrity, judgment, leadership, and the ability to devote sufficient time to the affairs of the Company; substantial accomplishment with demonstrated leadership capabilities; freedom from outside interests that conflict with the Company’s best interests; the diversity of backgrounds and experience they will bring to the Board, including diversity with respect to race, gender, national origin, ethnicity, nationality, and sexual orientation, as well as differences in viewpoint, background and skill; and the needs of the Company from time to time.
In addition to the other duties of a director under these Guidelines, the Chairman of the Board (if an independent director) or the 4 Lead Director, as applicable, is responsible for coordinating the activities of the independent directors, and in that role will: • Chair executive sessions of the non-employee directors, as described below under the caption “Executive Sessions,” and provide feedback and perspective to the Chief Executive Officer regarding discussions at these sessions; • Review information as appropriate prior to it being sent to the Board; • Approve meeting agendas for the Board; • Approve meeting schedules to assure that there is sufficient time for discussion of all agenda items; • Serve as a liaison and facilitate communications between the Chief Executive Officer and other members of the Board; • Advise the Chief Executive Officer as to the quality, quantity and timeliness of the flow of information from management to the Board and regarding the effectiveness of Board meetings; • Interview all Board candidates, and provide the Governance and Corporate Responsibility Committee with recommendations on each candidate; • Maintain close contact with the Chair of each standing committee and assist in ensuring communications between each committee and the Board; • Consider the retention of advisers and consultants who report directly to the Board; • Chair Board meetings; • Have the authority to call meetings of the independent directors; • If requested by major shareholders, ensure that he or she is available for consultation and direct communication; and • Perform various other duties as may from time to time be determined by the Board.
The Board has delegated specific risk oversight responsibility to the committees of the Board as follows: (i) the Audit Committee oversees risks related to the Company’s financial statements, financial reporting processes, internal controls, information technology, and cybersecurity; (ii) the Compensation Committee oversees risks related to the Company’s compensation programs; (iii) the Governance and Corporate Responsibility Committee oversees risks related to the Company’s programs, policies, and practices related to certain sustainability and governance matters, including a review of the Company’s Sustainability Report; and (iv) the Environmental, Health and Safety Committee oversees risks related to safety, health, physical security, environmental, and product stewardship matters.
https://www.avient.com/sites/default/files/2025-03/2025 Proxy Statement.pdf
All members of the Audit Committee concur with this report.
Delinquent Section 16(a) Reports.
Pro forma means target’s prior year results corresponding to remaining time left in the performance period, adjusted for purchase accounting and acquisition financing, if any.