Business report

Ampco-Pittsburgh appoints three independent directors to board

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Ampco-Pittsburgh Corporation announced Friday that it has appointed three independent directors to its board of directors.

Two of the directors were appointed under an agreement with Ancora Holdings Group, LLC, the company said. Ancora is a shareholder that currently owns approximately 5.6% of the outstanding shares of Ampco-Pittsburgh.

“We are exceptionally pleased to welcome this group of directors to the Ampco-Pittsburgh Board of Directors at this important time for the company,” said Jim Abel, Chairman of the Board. “With these appointments, our Board reflects our strong commitment to executing our strategic plan while providing a diversity of perspectives on our Board. The constructive engagement between management and Ancora over the past few months will benefit the long-term interests of our shareholders and other stakeholders.

Frederick D. DiSanto and Darrell L. McNair will be among the class of directors who will be elected to the board at Ampco’s 2023 annual meeting of shareholders. The two will join the board of directors effective immediately, in accordance with the cooperation agreement between Ampco-Pittsburgh and Ancora.

A third appointee to the board of directors, Laurence E. Paul, will join the board of directors as a member of the class of directors to be elected at the 2022 annual meeting of shareholders of Ampco-Pittsburgh (annual meeting 2022) also from today.

As part of the agreement, Ancora agreed not to propose any director nominations to the Company and to support the full slate of board directors at the 2022 annual meeting. Ancora also agreed to a usual status quo, a vote and other arrangements.

“We are delighted to have worked constructively with the Board of Directors and the management team to reach this agreement in order to bring additional perspectives to the Board of Directors, which we believe will help improve shareholder value,” said Fred DiSanto, Chairman and CEO of Ancora. “We appreciate the thoughtful dialogue with Jim Abel, J. Brett McBrayer and the Board of Directors as we worked together to ensure Ampco-Pittsburgh is best positioned to execute its strategic plan for the future.”

The full agreement will be filed on Form 8-K with the U.S. Securities and Exchange Commission, the company said.