THE BOARD OF DIRECTORS AND ITS COMMITTEES
The Board believes that its members, and the Board as a whole, should possess the appropriate combination of skills, professional experience, and diversity of backgrounds
to oversee the Companys business. The Board also believes there are certain attributes each individual director should possess, as reflected in the Boards membership criteria. Accordingly, the Board and the Nominating and Corporate
Governance Committee consider the qualifications of directors and director candidates individually as well as in the broader context of the Boards overall composition and the Companys current and future needs. The Nominating and
Corporate Governance Committee is responsible for periodically reviewing with the Board the appropriate skills and characteristics that Board members should possess in the context of the current make-up of the
Board and the Companys current circumstances. This assessment enables the Board to update the skills and experience it seeks in the Board as a whole, and in individual directors, as the Companys needs evolve. This assessment takes into
consideration all factors deemed relevant by the Nominating and Corporate Governance Committee, including the matters described under Committees of the Board of Directors-Nominating and Corporate Governance Committee below. For incumbent
directors, the factors also include past performance on the Board and its committees.
The following discussion sets forth the names, ages and background information
of the nominees for election as director and the current members of the Board who will continue serving following the Annual Meeting, as well as each individuals specific experience, qualifications and skills that led the Board to conclude
that each such nominee/director should serve on the Board. The individuals who have been nominated for election and are to be voted upon at the Annual Meeting are listed first, with continuing directors following thereafter.
NOMINEES
Chris
MeyerMr. Meyer, age 50, is a Class II director and has been Chairman of our Board since July 2017 and a member of our Board since October 2016. Since February 2021, Mr. Meyer has served as President & CEO at
Cockrell Interests, a large institutional family office, where he led investments across public equities and credit, private equity, real estate, and energy assets. Prior to his role at Cockrell Interest, Mr. Meyer served as Senior
Managing Director of Lone Star North America Acquisitions, L.P., an affiliate of ours and Lone Star, from April 2018 through January 2021, where he led all acquisition efforts for Lone Star in North America. Immediately prior to his role at Lone
Star, Mr. Meyer served as Managing Director of Hudson Americas L.P., a related party of Lone Star and ours, from February 2015 through April 2018, where he had oversight responsibility for all of Lone Stars private equity investments,
including our company, and also assisted with the due diligence and underwriting of potential operating company investments. Prior to joining Hudson Americas, Mr. Meyer held a number of positions with McKinsey & Company, Inc., a global
management consulting firm, most recently serving as a Director (Senior Partner). While at McKinsey, Mr. Meyer managed the Dallas office, co-led the Consumer Practice group and co- founded McKinseys Consumer Marketing Analytics Center. Mr. Meyer previously served as a member of the board of directors of Foundation Building Materials, Inc. and currently serves as a member of the
board of directors of a number of privately held companies, including several for which he serves as chairman. Mr. Meyer earned a Bachelor of Science degree in Industrial Engineering from North Carolina State University and a Master of Business
Administration degree from Harvard Business School.
Mr. Meyers background, including as a management consultant in a wide range of industries, allows him
to assist the Board in understanding and addressing a wide variety of the issues it faces. Mr. Meyer also brings significant financial and operational expertise developed through his past and current leadership and oversight roles. His past
responsibilities for Lone Stars companies, including our company, also provide Mr. Meyer with a deep working knowledge of our business and operations.
Karl H. Watson, Jr.Mr. Watson, age 56, is a Class I director and has served as our Chief Executive Officer and a
member of our Board since July 2019. Mr. Watson has over 30 years of global experience in the construction materials industry. Prior to joining us, Mr. Watson served as Executive Vice President and Chief Operating Officer of Summit
Materials, Inc., a construction materials company, which he joined in January 2018. From January 2017 to December 2017, Mr. Watson served as the President of the Cement & Southwest Ready Mix division at Martin Marietta, Inc., a
supplier of aggregates and heavy building materials. Mr. Watson served as the President of CEMEX USA at CEMEX, S.A.B. de C.V., a Mexican multinational building materials company, from April 2011
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