Avery Dennison Corporation · NYSE:AVY
Avery Dennison — Proxy Contest (March 2021)
16 slides from Avery Dennison's proxy contest presentation, Mar 25, 2021
Slide 1: 2021 Proxy Season Stockholder Engagement Spring 2021
2021 Proxy Season Stockholder Engagement Spring 2021
Slide 2: Safe Harbor Statement
Safe Harbor Statement Certain statements contained in this document are "forward-looking statements" intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. These forward-looking statements, and financial or other business targets,
Slide 3: Company Overview
Global scale; ~190 operating locations Innovative materials science capabilities; vertically integrated in adhesives Innovative process technology Operational and commercial excellence Label and Graphic Materials (LGM) 2020 net sales of $4.7B (68% of total net sales) Largest global provider of self-
Slide 4: Response to COVID-19
Response to COVID-19 We responded to COVID-19 by prioritizing the health, safety and well-being of our employees, followed immediately by delivering for our customers; we also supported our communities and protected our operations and financial position Serving Our Customers Protecting Our Employees
Slide 5: Committed to Operating in an Environmentally and Socially Responsible Manner
2025 Goals 2020 Results 3% absolute GHG reduction every year (26% cumulative by 2025)(1) 45% cumulative(2) 100% certified paper 70% Forest Stewardship Council (FSC)-certified face paper 92% certified 83% FSC (face paper) 95% landfill-free 75% waste recycled 94% landfill-free 67% recycled(2) 70% elim
Slide 6: Board Composition and Diversity
Board Composition and Diversity Lead Independent Director Primary Responsibilities: Preside over executive sessions of independent directors and Board meetings where Chairman/CEO is not present Serve as liaison between Chairman/CEO and independent directors Approve Board meeting agendas and schedule
Slide 7: Matrix of Director Nominee Skills, Qualifications and Backgrounds
* Information as of March 2021. Governance Guidelines criteria defined on page 11 of 2021 Proxy Statement. GOVERNANCE GUIDELINES CRITERIA* Independent ü ü ü ü ü ü ü ü Senior Leadership Experience ü ü ü ü ü ü ü ü Industry Experience ü ü ü ü ü ü ü ü Global Exposure ü ü ü ü ü ü ü ü ü Board Experience ü
Slide 8: CEO Compensation 2020 Overview and 2021 Approach
Annual Long-Term 86% Performance-Based Annual fixed-cash compensation Generally around market median Drives performance consistent with our company’s financial goals for the year 100% Financial Performance 60% Adjusted EPS 20% Adjusted Sales Growth 20% Free Cash Flow Individual performance modifier
Slide 9: Commitment to Strong Corporate Governance Practices
Annual election of directors Majority voting in director elections Single class of outstanding voting stock Current directors 90% independent; director nominees 89% independent Robust Lead Independent Director role Regular director succession planning and Board refreshment Continuous executive succe
Slide 10: Appendix A: Financial Highlights
Appendix A: Financial Highlights
Slide 11: Sustainable Value Creation through Consistent Execution of Core Strategies
Net Cash Provided by Operating Activities Free Cash Flow (In millions) 2018 2019 2020 Reported Earnings Per Share (EPS) Adjusted EPS 2018 2019 2020 Reported Sales Change Sales Change Ex. Currency 2018 2019 2020 Drive outsized growth in high-value categories Focus relentlessly on productivity Effecti
Slide 12: Disciplined Capital Allocation Driving Long-Term Stockholder Value
Disciplined Capital Allocation Driving Long-Term Stockholder Value Capital Allocation Over the last five years, we have allocated over $900 million to acquisitions and venture investments and nearly $2 billion to dividends and share repurchases We have invested in our businesses to support organic g
Slide 13: Appendix B: Reconciliation of Non-GAAP Financial Measures from GAAP
Appendix B: Reconciliation of Non-GAAP Financial Measures from GAAP
Slide 14: Use of Non-GAAP Financial Measures
Use of Non-GAAP Financial Measures This presentation contains certain non-GAAP financial measures as defined by SEC rules. We report our financial results in conformity with accounting principles generally accepted in the United States of America, or GAAP, and also communicate with investors using cert
Slide 15: Organic Sales Change
ORGANIC SALES CHANGE ($ in millions) 2018 2019 2020 Net sales $7,159.0 $7,070.1 $6,971.5 Reported sales change 8.2% (1.2)% (1.4)% Foreign currency translation (1.4)% 3.3% 0.9% Extra week impact – – (1.3)% Sales change ex. currency (non‑GAAP)(1) 6.9% 2.0% (1.7)% Acquisitions/divestiture (1.4)% – (1.7
Slide 16: oration. All rights reserved. Avery Dennison and all other Avery Dennison brands, product names
© 2020 Avery Dennison Corporation. All rights reserved. Avery Dennison and all other Avery Dennison brands, product names and codes are trademarks of Avery Dennison Corporation. All other brands or product names are trademarks of their respective owners. Fortune 500® is a trademark of Time, Inc. Bra