Washington, D.C. 20549
SUPPLEMENT TO THE PROXY STATEMENT OF TREDEGAR CORPORATION
DATED APRIL 3, 2020 FOR THE ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD ON MAY 21, 2020
May 13, 2020
To Our Shareholders:
On behalf of our Board of Directors (the “Board”) and our Executive Compensation Committee (the “Compensation Committee”), we are writing to request
your support at our 2020 Annual Meeting of Shareholders (the “Annual Meeting”) by voting in favor of the election of each of the director nominees named in “Proposal 1” of our Proxy Statement, dated April 3, 2020 (the “Proxy Statement”).
We note that Glass Lewis issued a report recommending that our shareholders vote “FOR” the election of each of the director nominees at the Annual
Meeting. However, Institutional Shareholder Services (“ISS”) in its report (the “ISS Report”) recommended an “AGAINST” vote for all three of the director nominees who are Compensation Committee members. We
strongly disagree with ISS’s recommendation.
In making its negative recommendation, ISS focused on the 2019 compensation of John Steitz, our President and Chief Executive Officer. Specifically,
the ISS Report is critical of his 2019 bonus and the supposed lack of performance criteria with respect to his 2019 long-term equity grants. As discussed in detail below, we believe that the 2019 compensation paid to Mr. Steitz was reasonable, in
line with our peer group and total shareholder return, and based on the achievement of performance criteria. Likewise, we believe that our compensation decisions made this past February with respect to 2020 further align the interests of our
executives, including Mr. Steitz, with our financial and operational performance. Finally, we believe ISS’s criticism is based on an overly formulaic analysis that lacks a detailed review of the context in which our compensation decisions
regarding the hiring of Mr. Steitz were made.
For the foregoing reasons, we ask you to vote “FOR” each of our director nominees listed
in “Proposal 1” of the Proxy Statement, including each of our Compensation Committee members. We remain committed to aligning our executives’ compensation with the
interests of our shareholders and Tredegar’s performance. We believe that our 2019 executive compensation (including the compensation paid to our President and Chief Executive Officer, Mr. Steitz) was consistent with those objectives and our 2020
practices continue upon that intent.
Even if you have already returned your proxy or provided your voting instructions pursuant to the Internet or telephone voting options, you may change your vote by (1)
providing later-dated voting instructions pursuant to the Internet or telephone voting options, (2) delivering another later-dated proxy, if you requested a printed copy of
the proxy materials, (3) voting during the Annual Meeting, or (4) notifying Tredegar’s Corporate Secretary in writing (1100 Boulders Parkway, Richmond, Virginia 23225 or by email to pat.thomas@tredegar.com) that you want to change your proxy. If
your shares of Tredegar common stock are held in street name with a brokerage firm, you should contact your broker regarding changing your voting instructions.
Sincerely,
This Supplement to the Proxy Statement is first being released to stockholders on or about May 13, 2020, and should be read together with the Proxy
Statement. Except as specifically supplemented by the information contained in this Supplement, all information set forth in the Proxy Statement remains accurate and should be considered in voting your shares.