X0303 4 2009-01-16 0 0000087565 SCHULMAN A INC SHLM 0001190968 MILLER GARY A 3550 WEST MARKET STREET AKRON OH 44333 0 1 0 0 VP - Global Supply Chain & CPO Common Stock 2009-01-16 4 A 0 4100 0.00 A 12600 D Performance Shares 2009-01-16 4 A 0 15800 0.00 A Common Stock 15800 15800 D Award represents a grant of restricted stock pursuant to the A. Schulman, Inc. (the "Company") 2006 Equity Incentive Plan (the "2006 Plan"). Under the 2006 Plan, restrictions on stock awards lapse at a rate of 33 1/3% on January 16th of 2010, 2011 and 2012. Award represents a grant of Performance Shares pursuant to the 2006 Plan, which may be settled for shares of common stock upon the occurrence of specific criteria on January 16, 2012 (the "Settlement Date"). On the Settlement Date, vesting of Performance Shares will be determined based upon: (1) the performance of the Company's shares relative to a group of peer companies in the S&P Special Chemicals Index, as measured by total shareholder returns from the Grant Date to the Settlement Date (the "Performance Period"); and (2) whether the Company's total shareholder returns during the Performance Period are positive or negative. All Performance Shares that do not vest as of the Settlement Date will be forfeited. On the Settlement Date, all vested Performance Shares will be settled for shares of the Company's common stock on a 1-to-1 basis. /s/ Aaron S. Berke, attorney in fact for Gary A. Miller 2009-01-20