0000899243-17-002886.txt : 20170207 0000899243-17-002886.hdr.sgml : 20170207 20170207103416 ACCESSION NUMBER: 0000899243-17-002886 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20170101 FILED AS OF DATE: 20170207 DATE AS OF CHANGE: 20170207 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN VANGUARD CORP CENTRAL INDEX KEY: 0000005981 STANDARD INDUSTRIAL CLASSIFICATION: AGRICULTURE CHEMICALS [2870] IRS NUMBER: 952588080 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 4695 MACARTHUR COURT CITY: NEWPORT BEACH STATE: CA ZIP: 92660 BUSINESS PHONE: 949-260-1200 MAIL ADDRESS: STREET 1: 4695 MACARTHUR COURT CITY: NEWPORT BEACH STATE: CA ZIP: 92660 FORMER COMPANY: FORMER CONFORMED NAME: AEROCON INC DATE OF NAME CHANGE: 19720620 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Eilers Peter CENTRAL INDEX KEY: 0001694317 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13795 FILM NUMBER: 17577571 MAIL ADDRESS: STREET 1: 4695 MACARTHUR COURT STREET 2: SUITE 1200 CITY: NEWPORT BEACH STATE: CA ZIP: 92660 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2017-01-01 0 0000005981 AMERICAN VANGUARD CORP AVD 0001694317 Eilers Peter 4695 MACARTHUR COURT, SUITE 1200 NEWPORT BEACH CA 92660 0 1 0 0 See Remarks Common Stock 9730 D These shares include both (x) four tranches of time-based restricted stock as follows: 1,066 shares that vested on 9/17/2015; 1,065 shares that shall vest on 8/1/2017; 1,065 shares that shall vest on 8/1/2018; and 1,069 shares that shall vest on 1/6/2019; and (y) two tranches of performance shares as follows: 3,196 shares that shall vest on 8/1/2018 and 1,669 shares that shall vest on 1/6/2019. With respect to time-based shares, vesting occurs on the condition that reporting person remain continuously employed through the vesting date. With respect to the performance shares, vesting occurs on two conditions: first, that reporting person remains continuously employed through the vesting date, and second, that the issuer achieve certain financial performance metrics. The payout of shares may range from zero to 200 percent of the number of shares awarded depending upon whether and to what extent issuer underachieves, meets or exceeds targeted performance, which is assessed as follows: (Continues from Footnote 1) based upon a three year performance period commencing with the date of award, the issuer compares its earnings before income tax (EBIT) with the median EBIT of an agchem peer group and applies a 50% factor; the issuer then compares its net sales for the performance period with the median net sales of the same group and applies a 30% factor; and finally, the issuer compares its total shareholder return (TSR) over the same period with that of two groups - the Russell 2000 (10% factor) and the median TSR of peers identified in our proxy (10% factor). Vice President/BD & Mktg - AMVAC The reporting person has executed a Power of Attorney dated January 5, 2017 permitting execution of Forms 3, 4 and 5 by two attorneys-in-fact; a copy of that Power of Attorney is filed herewith. /s/ Peter Eilers 2017-01-05 EX-24 2 attachment1.htm EX-24 DOCUMENT



                               POWER OF ATTORNEY
                               -----------------


     The undersigned constitutes and appoints Timothy J. Donnelly and Lucy
Cooney, and each of them, as the undersigned's true and lawful attorneys-in-fact
and agents, with full power of substitution and resubstitution, for the
undersigned and in the undersigned's name, place and stead, to sign any and all
Securities and Exchange Commission statements of beneficial ownership of
securities of American Vanguard Corporation, a Delaware corporation (the
"Company") on Forms 3, 4 and 5 as required under Section 16(a) of the Securities
Exchange Act of 1934, as amended, and to file the same with all exhibits
thereto, and other documents in connection therewith, with the Securities and
Exchange Commission, the Company and the stock exchange or national market
system on which such shares are publicly traded, granting unto said
attorneys-in-fact and agents, and each of them, full power and authority to do
and perform each act and thing requisite and necessary to be done under said
Section 16(a), as fully and to all intents and purposes as the undersigned might
or could do in person, hereby ratifying and confirming all that said
attorneys-in-fact and agents, and each of them, may lawfully do or cause to be
done by virtue hereof.

     A copy of this power of attorney shall be filed with the Securities and
Exchange Commission.  The authorization set forth above shall continue in full
force and effect until the undersigned revokes such authorization by written
instructions to the attorneys-in-fact.

     The authority granted hereby shall in no event be deemed to impose or
create any duty on behalf of the attorney-in-fact with respect to the
undersigned's obligations to file Forms 3, 4 and 5 with the Securities and
Exchange Commission.

Dated:  January 5, 2017

                                  /s/ Peter Eilers
                                  -------------------------
                                  Peter Eilers
                                  as an Individual