Item 5.07 Submission of Matters to a Vote of Security Holders.

On January 24, 2022, the holders of approximately 64.32% of the outstanding shares of common stock of Hexion Holdings Corporation, a Delaware corporation (the "Company") and the indirect parent of Hexion Inc., delivered to the Company a written consent (the "Written Consent") in accordance with the Delaware General Corporation Law ("DGCL") whereby such holders approved and adopted that certain Agreement and Plan of Merger, dated as of December 20, 2021, by and among the Company, ASP Resins Intermediate Holdings, Inc., a Delaware corporation and an affiliate of American Securities LLC, and ASP Resins Merger Sub, Inc., a Delaware corporation (the "Merger Agreement"), the merger and the other transactions contemplated by the Merger Agreement. Under and subject to the terms of the Merger Agreement, shareholders of the Company will be entitled to receive $30.00 in cash for each share of common stock of the Company they own.

Pursuant to the DGCL, an information statement will be sent or provided to the stockholders of the Company as of January 24, 2022.

Item 8.01 Other Events.

On January 25, 2022, the Company issued a press release announcing receipt of the Written Consent. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.




Item 9.01     Exhibits
(d) Exhibits
Exhibit No.          Description
99.1                   News Release dated January 25, 2022 titled "Hexion Holdings Stockholders
                     Approve Acquisition by Affiliates of American Securities LLC"
104                  Cover Page Interactive Data File, formatted in Inline XBRL and included as
                     Exhibit 101.


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