New CEO Daniel Krawczyk to lead Rayonier Advanced Materials (RYAM) amid strategic review
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Rayonier Advanced Materials Inc. appointed Daniel M. Krawczyk as Chief Executive Officer and President, effective June 22, 2026, and added him to the Board as a Class III director with a term expiring at the 2029 annual meeting.
Krawczyk brings more than 30 years of industrial, chemicals and corporate development experience, including leading a $1.3 billion global specialty chemicals portfolio and executing over $2 billion in M&A and divestitures. He replaces an interim Office of the CEO, whose members return to their prior senior roles and will support him.
His compensation includes a $1,000,000 base salary, a target annual bonus equal to 100% of salary, long‑term equity awards with a grant date value of $3,300,000, a $750,000 sign‑on bonus with clawback protections, and a $1,750,000 inducement award of leveraged performance units tied to three‑year share price growth. The company also reiterated that its comprehensive review of strategic alternatives is underway with assistance from Morgan Stanley and that no conclusions have been reached.
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Insights
RYAM installs an experienced deal maker as CEO while strategic review continues.
Rayonier Advanced Materials appointed Daniel M. Krawczyk as CEO and President and to its Board, replacing an interim Office of the CEO. His background includes leading a $1.3 billion specialty chemicals portfolio and executing more than $2 billion of M&A and divestitures.
The Board highlights that a comprehensive review of strategic alternatives, assisted by Morgan Stanley, is already "well underway" and that no outcome is predetermined. Positioning a CEO with portfolio‑shaping experience during such a review may influence how potential transactions are evaluated and executed.
Krawczyk’s package combines fixed pay with equity and leveraged performance units that vest based on three‑year share price growth thresholds from 25% to 100%, with a 15x value cap. Future disclosures about any strategic decisions or the performance awards’ vesting outcomes will further illuminate how this leadership change aligns with shareholder value.
8-K Event Classification
3 items: 5.02, 7.01, 9.01
3 items
Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers
Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 7.01
Regulation FD Disclosure
Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
CEO base salary: $1,000,000 per year
Target annual bonus: 100% of base salary
Long-term incentive grant: $3,300,000
+5 more
8 metrics
CEO base salary
$1,000,000 per year
Annual base salary for Daniel M. Krawczyk under offer letter
Target annual bonus
100% of base salary
Target bonus opportunity under Annual Cash Incentive Program
Long-term incentive grant
$3,300,000
Grant date value of RSUs, PSUs and PCUs for fiscal 2026
CEO sign-on bonus
$750,000
Sign-on cash bonus paid in three installments, with clawback provisions
Inducement LPUs grant
$1,750,000
Target amount of leveraged performance units as a material inducement award
Share price growth thresholds
25%, 50%, 100%
LPUs vesting thresholds for 50%, 100% and 250% of target units
LPU value cap
15x initial grant value
Maximum value multiple applicable to earned leveraged performance units
2025 revenue
$1.5 billion
Rayonier Advanced Materials revenue in 2025
Key Terms
leveraged performance units, strategic alternatives, clawback, change in control, +2 more
6 terms
leveraged performance units financial
"the Company will grant Mr. Krawczyk an inducement award of leveraged performance units (“LPUs”) in the target amount of $1,750,000"
strategic alternatives financial
"as part of RYAM’s exploration of strategic alternatives to maximize shareholder value"
Strategic alternatives are different options a company considers to improve its value or achieve its goals, such as selling the business, merging with another company, or restructuring operations. For investors, understanding these options is important because they can significantly impact the company's future direction and its stock value, often signaling potential changes or opportunities.
clawback financial
"The sign-on bonus is subject to clawback in connection with a termination for cause"
A clawback is a contractual or legal right to recover money that was already paid out—often executive bonuses, incentives, or erroneous payments—when certain conditions change, such as fraud, accounting mistakes, or failure to meet performance targets. It matters to investors because clawbacks protect shareholder value by discouraging risky or misleading behavior, can affect future cash flow and executive incentives, and signal stronger governance, much like a store recalling a refund after discovering it was issued in error.
change in control financial
"any unpaid amount is subject to accelerated payment upon a change in control of the Company"
A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.
NYSE Listed Company Manual Rule 303A.08 regulatory
"as a material inducement to his joining the Company as Chief Executive Officer in accordance with NYSE Listed Company Manual Rule 303A.08"
NYSE Listed Company Manual Rule 303A.08 is a rule that requires companies listed on the New York Stock Exchange to have a plan for how they will handle a sudden loss of significant business or assets. It helps ensure companies are prepared for major setbacks, protecting investors by encouraging strong risk management practices.
forward-looking statements regulatory
"Certain statements in this press release may constitute forward-looking statements within the meaning of the federal securities laws"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED)
COMMISSION FILE NUMBER 001-36285
Incorporated in the State of Delaware
I.R.S. Employer Identification Number 46-4559529
(Principal Executive Office)
Telephone Number: (904 ) 357-4600
Check the appropriate box below if the form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the
following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of Each Class
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Trading Symbol
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Name of Exchange on which
Registered
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this
chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new
or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act ☐
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain
Officer.
Effective June 22, 2026, the Board of Directors (the “Board”) of Rayonier
Advanced Materials Inc. (“RYAM” or the “Company”) appointed Daniel M. Krawczyk as Chief Executive Officer and President of the Company. Effective at the same time, the Board also appointed Mr. Krawczyk to serve as a Class III director of the
Board, with a term expiring at the Company’s 2029 annual meeting of stockholders, thereby filling the existing vacancy on the Board.
Mr. Krawczyk, age 56, was the President of Huber Engineered Materials since November 2017, where he led the growth and operational transformation of a $1.3 billion
global industrial and specialty chemicals portfolio. Prior to that time, he served as Executive Vice President, Strategy and Corporate Development at J.M. Huber Corp. from July 2013 to November 2017. He also previously served as Chief
Financial Officer and Executive Vice President of Gibson Guitar Corp. and as Global Vice President, Strategic Marketing and Business Development of Belden Inc. Prior to his time at Belden, Mr. Krawczyk held financial and operational leadership
roles at DTE Energy, Delphi Automotive and Ford Motor Company. Mr. Krawczyk earned an M.B.A., as well as an M.S. and a B.S. in Electrical Engineering, from the University of Michigan.
Prior to Mr. Krawczyk’s appointment, the Board had formed an interim Office of the Chief Executive Officer, comprising current executives including Marcus J.
Moeltner, Chief Financial Officer and Senior Vice President of Finance; Michael Osborne, Vice President of Manufacturing Operations; Christian Ribeyrolle, Senior Vice President of Biomaterials; and R. Colby Slaughter, Senior Vice President,
General Counsel and Corporate Secretary. Members of the now
disbanded Office of the CEO will continue in their prior roles and will work
closely with Mr. Krawczyk to continue to execute RYAM’s business priorities as
part of the senior leadership team. Following his appointment, Mr. Krawczyk will serve as the Company’s principal executive officer.
There are no arrangements or understandings between Mr. Krawczyk and any other person pursuant to which he was appointed to his position. Mr. Krawczyk does not
have a family relationship with any director or executive officer of the Company and does not have any direct or indirect interest in any transaction in which the Company is a participant that is required to be reported in this Current Report
on Form 8-K under Item 404(a) of Regulation S-K.
Effective June 22, 2026, in connection with Mr. Krawczyk’s appointment as Chief Executive Officer and President, the Company entered into an offer letter with Mr.
Krawczyk. Pursuant to the terms of the offer letter, Mr. Krawczyk will receive an annual base salary of $1,000,000 and is eligible to participate in the Company’s Annual Cash Incentive Program under the Corporate Bonus Plan with a target bonus
of 100% of Mr. Krawczyk’s base salary earned for the applicable year and a potential payout between 0 and 200% of target; the bonus for 2026 will be prorated. Mr. Krawczyk is also eligible to receive long-term incentive awards with the grant
date value of his equity grant being $3,300,000, comprised of restricted stock units (“RSUs”), performance share units (“PSUs”) and performance cash units (“PCUs”). For fiscal year 2026, RSUs that cliff-vest on March 1, 2029 will be 30% of the
award, PSUs will be 35% of the award, and PCUs will be 35% of the award, and all governed by the 2026 Long-Term Incentive Program; the PSUs and PCUs will vest and be paid following the completion of a three-year performance period as provided
in the applicable award agreement. Mr. Krawczyk will also receive a $750,000 sign-on bonus, to be paid in three equal installments over the first year of employment. The sign-on bonus is subject to clawback in connection with a termination
for cause, or resignation without good reason, within two years following his first day of employment, and any unpaid amount is subject to accelerated payment upon a change in control of the Company. In addition, Mr. Krawczyk will receive
assistance with relocation to the Jacksonville, Florida area and other customary benefits, including participation in the Company’s severance plans.
In addition, in connection with the commencement of his employment, the Company will grant Mr. Krawczyk an inducement award of leveraged performance units (“LPUs”)
in the target amount of $1,750,000, as a material inducement to his joining the Company as Chief Executive Officer in accordance with NYSE Listed Company Manual Rule 303A.08. The inducement award consists of LPUs that are eligible to vest only
upon the third anniversary of the grant date, subject to Mr. Krawczyk’s continued employment through the end of such period (or if later, the Compensation Committee’s certification of the number of LPUs earned). The actual number of LPUs
earned is based on share price growth from the “grant date share price” compared against the “measurement date share price” determined based on the average of the closing market price of Company stock on the last 20 trading days preceding the
grant date and preceding the measurement date at the end of the three-year measurement period, respectively. If the share price growth is less than 25%, no LPUs will vest; if such growth is at the threshold level of 25%, 50% of the LPUs vest;
if such growth is at the target level of 50%, 100% of the LPUs vest; and if such growth is at the maximum level of 100%, 250% of the LPUs vest, with interpolation between threshold and target, and target and maximum. The number of earned LPUs
will be subject to a value cap of 15x the initial grant value. Any shares issued upon vesting will be subject to a one-year post-vesting holding requirement. The award agreement also provides for certain vesting and payout treatment in
connection with specified terminations of employment and change in control events.
The foregoing description of the offer letter does not purport to be complete and is qualified in its entirety by reference to the offer letter, a copy of which
will be filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the quarter ending June 27, 2026.
The Company will enter into an Indemnification Agreement with Mr. Krawczyk in substantially the form of the Form Indemnification Agreement for Directors and
Officers filed by the Company with the Securities and Exchange Commission on May 29, 2014 as an exhibit to Amendment No. 4 to the Company’s Registration Statement on Form 10.
Item 7.01 Regulation FD
Disclosure.
On June 22, 2026, the Company issued a press release announcing the appointment of Mr. Krawczyk as President and Chief Executive Officer, the appointment of Mr.
Krawczyk to the Company’s Board of Directors, and certain other matters described therein. A copy of the press release is furnished herewith as Exhibit 99.1.
Item 9.01 Financial Statements and
Exhibits.
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99.1
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Press release dated June 22, 2026
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Cover page interactive data file (embedded within the Inline XBRL document)
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Signature
Pursuant to the requirements of the Securities Exchange Act of l934, the registrant has duly caused this Report to be signed on its behalf by the
undersigned hereunto duly authorized.
Rayonier Advanced Materials Inc.
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By:
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/s/ R. COLBY SLAUGHTER
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R. Colby Slaughter
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Senior Vice President, General Counsel and Corporate Secretary
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Date: June 22, 2026
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Exhibit 99.1
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For Immediate Release
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NEWS RELEASE
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Contacts:
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Media
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Ryan Houck
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904-357-9134
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Investors
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Daniel Bradley
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904-549-7396
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Rayonier Advanced Materials Announces the Appointment of Daniel M. Krawczyk as Chief Executive Officer; Company Continues Comprehensive Review of
Strategic Alternatives
JACKSONVILLE, Fla. – June 22, 2026 – Rayonier Advanced Materials (NYSE: RYAM) announced today that the Board of Directors has appointed Daniel M. Krawczyk as Chief
Executive Officer and President, effective immediately. He will also join the Company’s Board of Directors. Mr. Krawczyk will be responsible for leading RYAM’s operations and business activities while working closely with the Board and its external
advisors as part of RYAM’s exploration of strategic alternatives to maximize shareholder value.
Mr. Krawczyk most recently served as President of Huber Engineered Materials, where he led the growth and operational transformation of a $1.3 billion global industrial and
specialty chemicals portfolio. Over the past decade he repositioned and focused the business for long-term value creation, accelerating its transformation by executing more than $2 billion in mergers, acquisitions and divestitures. His prior
experience spans CFO and senior executive roles in corporate development, strategy, and capital markets across both private and public companies.
The Board continues to actively evaluate a broad range of strategic alternatives with the assistance of Morgan Stanley. The review process is well underway, and the Board
is actively advancing the process with urgency and discipline. The Board’s appointment of a new Chief Executive Officer further sharpens the focus on both the business and the strategic review. No conclusions have been reached, and the appointment
should not be viewed as signaling any particular outcome of the review. The Board remains committed to pursuing the path that it believes will maximize shareholder value.
Julie A. Dill, Non-Executive Chair of RYAM’s Board of Directors, stated, “Dan is a highly accomplished executive with a strong track record of strategic transformation,
operational execution and value creation. His experience leading complex industrial businesses and executing significant portfolio-shaping transactions makes him uniquely qualified to lead RYAM during this important period. The Board is confident
that Dan has the experience and drive to execute the strategic path that best serves RYAM’s stockholders.”
“I am honored to lead the exceptional team at RYAM during this important time for the Company,” said Mr. Krawczyk. “I look forward to working with the Board, its advisors
and the management team to ensure a rigorous evaluation of strategic alternatives intended to maximize value for our stockholders. At the same time, we will continue to focus on delivering positive free cash flow, extending our leadership in
Cellulose Specialties, and driving EBITDA improvement across every business – all while delivering leading products to our customers and running our operations safely and efficiently.”
Prior to Mr. Krawczyk’s appointment, the Board had formed an interim Office of the Chief Executive Officer, comprising current executives including Marcus J. Moeltner,
Chief Financial Officer and Senior Vice President of Finance; Michael Osborne, Vice President of Manufacturing Operations; Christian Ribeyrolle, Senior Vice President of Biomaterials; and R. Colby Slaughter, Senior Vice President, General Counsel and
Corporate Secretary. Members of the now disbanded Office of the CEO will continue in their prior roles and will work closely with Mr. Krawczyk to continue to execute RYAM’s business priorities as part of the senior leadership team.
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Daniel M. Krawczyk Biography
Daniel (“Dan”) Krawczyk previously served as President of Huber Engineered Materials (HEM) at the J.M. Huber Corporation, where he oversaw three business units including
Huber Advanced Materials (HAM), Huber Specialty Minerals (HSM) and Huber AgroSolutions (HAS). Krawczyk was instrumental in reshaping HEM and accelerating its growth through numerous strategic initiatives. He was a member of the HEM Board of Directors
and served on the Huber Management Council.
Before taking on the leadership role at HEM, Krawczyk served as Executive Vice President (EVP) of Corporate Strategy & Business Development for the J.M. Huber
Corporation starting in 2013. As an integral member of the Huber leadership team, Krawczyk worked directly with management and the Huber Board of Directors to shape the Company’s strategic direction. His responsibilities included working
collaboratively across the Huber portfolio to determine the best capital deployment for the Company to achieve its long-term strategic objectives.
Krawczyk has the distinction of having served on the Management Boards of all of Huber’s core businesses. Before joining the HEM Board, he served on the Board of Huber
Engineered Woods, as well as the CP Kelco Board while the organization was under Huber’s ownership.
Before joining Huber, Krawczyk served as EVP & Chief Financial Officer of Gibson Guitar Corporation. He also was Global VP of Business Development & Strategic
Marketing for Belden and has held financial and operational leadership roles at DTE Energy, Delphi Automotive and Ford Motor Company.
He brings more than 30 years of experience in industrial and consumer products, including expertise in financial management, strategy and corporate development, marketing
and operations.
Krawczyk received an MBA, as well as an MS and BS in Electrical Engineering, from the University of Michigan.
About RYAM
RYAM is a global leader of high purity cellulose commonly used in the production of filters, food, pharmaceuticals, high performance plastics, propellants and various
other industrial applications. RYAM’s specialized assets, capable of creating the world’s leading cellulose specialties products, are also used to produce cellulose viscose pulp, cellulose fluff pulp, paperboard, high yield pulp and various
value-added co-products, including biofuels, bioelectricity and lignin. With manufacturing operations in the U.S., Canada and France, RYAM generated $1.5 billion of revenue in 2025. More information is available at www.RYAM.com.
FORWARD-LOOKING STATEMENTS
Certain statements in this press release may constitute forward-looking statements within the meaning of the federal securities laws, including Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which can be identified by words such as “may”, “intend”, “believe”, “expect”, “anticipate”, “continue”, or other comparable words and references
to future periods. These statements involve a number of risks and uncertainties and RYAM cautions that any forward-looking information is not a guarantee of future performance and that actual results could differ materially from those contained in
the forward-looking information. Readers are urged to carefully review and consider the various disclosures, including but not limited to risk factors contained in RYAM’s Annual Report on Form 10-K and its quarterly reports on Form 10-Q, as well as
other filings with the securities commissions.
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FAQ
What leadership change did Rayonier Advanced Materials (RYAM) announce in this 8-K?
Rayonier Advanced Materials appointed Daniel M. Krawczyk as Chief Executive Officer and President, effective June 22, 2026. He also joined the Board as a Class III director with a term expiring at the company’s 2029 annual meeting of stockholders.
How is the new RYAM CEO Daniel Krawczyk compensated under his offer letter?
Daniel Krawczyk will receive a $1,000,000 annual base salary, a target annual bonus equal to 100% of base salary, long-term incentive awards valued at $3,300,000, a $750,000 sign-on bonus, and customary benefits, including participation in the company’s severance plans.
What performance-based incentives did RYAM grant its new CEO Daniel Krawczyk?
RYAM will grant Krawczyk long-term incentives of $3,300,000 in RSUs, PSUs and PCUs plus a $1,750,000 inducement award of leveraged performance units. The LPUs vest after three years based on share price growth thresholds and are capped at 15 times the initial grant value.
Is Rayonier Advanced Materials still reviewing strategic alternatives?
Yes. The Board stated it continues a comprehensive review of strategic alternatives with Morgan Stanley’s assistance. The process is described as well underway, with no conclusions reached, and the Board emphasized its commitment to pursuing the path it believes will maximize shareholder value.
What experience does new RYAM CEO Daniel Krawczyk bring to the role?
Krawczyk previously served as President of Huber Engineered Materials, overseeing a $1.3 billion industrial and specialty chemicals portfolio. Over a decade, he led strategic transformation and executed more than $2 billion of mergers, acquisitions and divestitures, along with prior senior roles in finance and strategy.
What was Rayonier Advanced Materials’ revenue in 2025?
The company reported $1.5 billion of revenue in 2025. Rayonier Advanced Materials describes itself as a global leader in high purity cellulose, with manufacturing operations in the U.S., Canada and France serving applications such as filters, food, pharmaceuticals, high performance plastics and various industrial products.