Item 5. Other Information
ITEM 5. OTHER INFORMATION.
The following disclosure is provided in accordance with and in satisfaction of the requirements of Item 5.03 “ Amendments to Articl es of Incorporated or Bylaws; Change in Fiscal Year” of Form 8-K.
On November 8, 2021, the Company filed the following instrument with the Secretary of State of the State of Delaware:
• A Certificate of Correction of Certificate of Amendme nt of Certificate of Incorporation (the “Certificate of Correction”), which corrected a scrivener error in the Certificate of Amendment of Certificate of Incorporation previously filed with the Secretary of State of the State of Delaware on August 2, 2021 in connection with the Company’s name change from “PQ Group Holdings Inc.” to “Ecovyst Inc.” (the “Name Change”). In accordance with the General Corporation Law of the State of Delaware (the “DGCL”), the board of directors of the Company approved the Name Change, and pursuant to Section 242 of the DGCL, stockholder approval was not required for the Name Change.
The foregoing summary description of the Certificate of Correction is qualified in its entirety by reference to the full text of the Certificate of Correction, which is filed as Exhibit 3.3 hereto, and is incorporated herein by reference.
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ITEM 6. EXHIBITS.
The following exhibits are being filed or furnished as part of this Quarterly Report on Form 10-Q:
Exhibit No. Description
2.1 Amendment No. 1 to Stock Purchase Agreement, dated as of June 24, 2021, by and among PQ Group Holdings Inc. and Sparta Aggregator L. P. (incorporated by reference to Exhibit 2.1 to the Company's Form 8-K, filed on June 30, 2021).
2.2 Amendment No. 2 to Stock Purchase Agreement, dated as of July 12, 2021, by and among PQ Group Holdings Inc. and Sparta Aggregator L. P. (incorporated by reference to Exhibit 2.1 to the Company's Form 8-K, filed on July 15, 2021).
3.1 Second Restated Certificate of Incorporation of PQ Group Holdings Inc. (incorporated by reference to Exhibit 3.1 to the Company’s Form 10-Q, filed on November 14, 2017)
3.2 Certificate of Amendment of Certificate of Incorporation (incorporated by reference to Exhibit 3.1 to the Company’s Form 8-K, filed on August 3, 2021)
3.3 Certificate of Correction of Certificate of Amendment of Certificate of Incorporation
3.4 Bylaws of Ecovyst Inc. (incorporated by reference to Exhibit 3.2 to the Company’s Form 8-K, filed on August 3, 2021)
31.1 Certification of Chief Executive Officer of Ecovyst Inc. pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2 Certification of Chief Financial Officer of Ecovyst Inc. pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1 Certification of Chief Executive Officer of Ecovyst Inc. pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2 Certification of Chief Financial Officer of Ecovyst Inc. pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101 The following materials from the Quarterly Report on Form 10-Q of Ecovyst Inc. for the quarter ended September 30, 2021, formatted in Inline XBRL: (i) Condensed Consolidated Statements of Income, (ii) Condensed Consolidated Statements of Comprehensive Income, (iii) Condensed Consolidated Balance Sheets, (iv) Condensed Consolidated Statements of Stockholders’ Equity, (v) Condensed Consolidated Statements of Cash Flows, (vi) Notes to Condensed Consolidated Financial Statements and (vii) document and entity information, tagged as blocks of text and including detailed tags
104 The cover page from the Quarterly Report on Form 10-Q of Ecovyst Inc. for the quarter ended September 30, 2021, formatted in Inline XBRL and included as Exhibit 101
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Ecovyst Inc.
Date: November 9, 2021 By: /s/ MICHAEL FEEHAN
Michael Feehan
Vice President and Chief Financial Officer
(Duly Authorized Officer and Principal Financial and Accounting Officer)
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.