CVIA Covia Holdings Corporation

On May 23, 2019, the Board of Directors (“Board”) of Covia Holdings Corporation (“we,” “us,” “our” or “registrant”) approved the Covia Executive Severance Plan (“Plan”).  The Plan covers our employees at or above the vice president level, including our named executive officers.  The Plan provides severance payments and benefits to eligible employees who are terminated from employment without Cause or on account of a Constructive Termination, as each term is defined in the Plan.

The benefits provided under the Plan equal (i) a severance payment calculated using a factor determined by the participant’s level and multiplying the factor by the sum of the participant’s base salary and target short-term bonus opportunity, and (ii) if the qualifying termination occurs after September 1, the prorated portion of the short-term bonus that is actually earned for the year in which the termination occurs.  If the qualifying termination occurs during a Change in Control Period, as defined in the Plan, the benefits provided under the Plan equal (i) a severance payment calculated using a factor determined by the participant’s level and multiplying the factor by the sum of the participant’s base salary and target short-term bonus opportunity, and (ii) the prorated portion of the participant’s target short-term bonus opportunity. In each case, the participant will also receive outplacement assistance and subsidized health coverage.  The factor used for determining the severance payment is 1.5 for our named executive officers at the executive vice president level (2.0 if during a Change in Control Period) and 2.0 for our chief executive officer (2.99 if during a Change in Control Period).  If a participant dies or terminates employment on account of a disability, the participant will be entitled to the prorated short-term bonus that is actually earned for the year in which such termination occurs, but termination on account of death or disability will not trigger other benefits under the Plan.

The Plan provides restrictive covenants in our favor, including confidentiality, non-competition, non-solicitation and non-disparagement, and a post-termination cooperation covenant.  The length of the period for the covenants is 1.5 years for our named executive officers at the executive vice president level and 2 years for our chief executive officer.  In the event a participant is entitled to benefits under the Plan and any other plan, policy or agreement with us (including those plans, policies and agreements with Fairmount Santrol Holdings Inc. or Unimin Corporation), the participant will be eligible to receive the greater of the aggregate benefits payable under the Plan or the aggregate benefits payable under such other plan, policy or agreement, with no duplication of benefits.  

A copy of the Plan is filed as Exhibit 10.1 to this Form 8-K.  The foregoing description of the Plan does not purport to be complete and is qualified in its entirety by reference to the full text of the Plan which is incorporated herein by reference.