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Ecovyst Inc.

For the period ended May 8, 2025. Filed Apr 8, 2025.

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About this filing

What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

May 8, 2025 · Filed Apr 8, 2025

ECVT$10.49+3.0%Stored close · as of Nov 6, 2026
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Contents

Compensation Decision Making Process

Role of the Compensation Committee and Management

The Compensation Committee is responsible for overseeing Company compensation and benefit programs, assessing the adequacy of the Company’s compensation principles and philosophy, and administering the Company’s compensation, benefit and equity-based plans.

On an annual basis, the Compensation Committee reviews compensation for each of our NEOs in conjunction with performance evaluations, salary increase recommendations, determination of bonus pay outs and deliberations regarding long-term incentive grants. The Compensation Committee has conducted, and plans to continue to conduct, annual reviews of our executive compensation program to ensure its continued alignment with our compensation philosophy. The Compensation Committee will continue to make decisions taking into account good governance practices regarding compensation, including reliance on market data for the chemical and specialty chemical industries, and all other considerations described in this Compensation Discussion and Analysis.

None of the NEOs had any role in approving the compensation of the other NEOs. However, the Compensation Committee does consider the recommendations of our CEO in setting compensation levels for our NEOs other than himself. The Compensation Committee solely determined the compensation of our CEO with input from its independent compensation advisor.

Consideration of Say-on-Pay Results and Investor Views

On an annual basis, the Compensation Committee considers whether the Company’s executive compensation program is effectively aligned with the interests of the Company’s stockholders. At our 2024 Annual Meeting of Stockholders more than 94% of votes were cast in support of the compensation paid to our NEOs. This high level of support reaffirmed the Compensation Committee’s view that the Company’s executive compensation program continues to be appropriate.

Input from Independent Compensation Consultants

Since our IPO until May 2024, the Compensation Committee engaged WealthPoint, LLC (“WealthPoint”) as its independent advisor. In this capacity, WealthPoint reviewed the Company’s overall executive compensation program relative to comparably sized public companies in industries similar to the Company’s and provided advice on the appropriate mix of compensation elements and the design of performance-based compensation.

362025 PROXY STATEMENT

In the first half of 2024, the Compensation Committee conducted a market scan and effective May 2024, appointed Willis Towers Watson (“WTW”) to serve as its independent advisor on a go-forward basis. In this capacity, WTW attends Compensation Committee meetings, provides data and views on how the Company’s programs compare to peer company practices, and advises on potential changes to the design and operation of programs and policies to meet Company objectives.

The Compensation Committee reviews advisor independence annually to understand any relationships with Ecovyst, including members of the Compensation Committee and our executive officers. The Committee assessed independence relative to the six factors in the NYSE listing standards and determined that both WealthPoint and WTW were independent and that their respective work for the Compensation Committee in 2024 did not raise any conflicts of interest related to the Company.

Executive Compensation Philosophy

Our executive compensation philosophy is to provide compensation that:

•Aligns the interests of our NEOs with our stockholders’ interests by rewarding performance that is designed to create stockholder value; and
•Provides an amount and mix of total compensation for each of our NEOs that is market competitive.

We seek to implement our pay philosophy by providing a total compensation package that includes three main components: base salary, annual performance-based bonus and long-term equity-based awards. The Compensation Committee takes into account individual performance and competitive market practice in determining the compensation package for each NEO. The peer group for making 2024 compensation decisions is described below.

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.