ORC 346222-1.031920.0010 
AMERICAN VANGUARD CORPORATION
 
Nomination of Directors

• The Nominating and Corporate Governance Committee (the “Committee”) will
  consider nominees to the Board of Directors recommended by stockholders who
  comply with procedures established by the Committee as provided below. 
   
• In order for a stockholder to nominate a candidate for director, timely notice of
  the nomination must be given in writing to the Chair of the Committee.  To be
  timely, such notice must be received at the principal executive offices of the
  corporation as set forth below not less than ninety (90) days prior to any meeting
  of stockholders called for the election of directors.  Any stockholder who desires
  to recommend a nominee should provide written notice to the principal executive
  offices of the corporation as follows:  

American Vanguard Corporation
Attn: Chair of the Nominating and Corporate Governance Committee
4695 MacArthur Boulevard, Suite 1250
Newport Beach, California 92660
 

• Notice of nomination must include: (i) the stockholder’s name, address and
  number of shares of the corporation owned by such stockholder; (ii) the name,
  age, business address, residence address and principal occupation of the nominee;
  (iii) the number of shares of the corporation beneficially owned by the nominee;
  (iv) information that would be required to be disclosed in the solicitation of
  proxies for election of directors under the federal securities laws; (v) information
  as to whether the nominee can understand basic financial statements; and (vi)
  information as to the nominee’s other board memberships (if any).  The
  stockholder must also submit with such notice the nominee’s written consent to be
  elected and to serve on the Board of Directors.

• The Committee may require any nominee to furnish any other information, within
  reason, that may be needed to determine the eligibility of the nominee.

 
Stockholder Communication
 
Stockholders may send written communications (but not service of process) to the
Board of Directors and/or one or more  particular members of the Board of Directors
by sending a letter or other correspondence directed to the Board and/or such
member(s) to the principal executive offices of the corporation as follows:
 
American Vanguard Corporation
Attn: Chair of the Nominating and Corporate Governance Committee
4695 MacArthur Boulevard, Suite 1250
Newport Beach, California 92660

Click here for a pdf download of the Stockholder Nomination