Item 5.02 Departure of Directors or Certain Officers; Election of Directors;

Appointment of Certain Officers; Compensatory Arrangements of Certain

Officers

(d) On May 12, 2022, the Board of Directors of Cabot, based on a recommendation of the Board's Governance and Nominating Committee, elected Raffiq Nathoo a director of Cabot and appointed Mr. Nathoo to the Board's Audit Committee, each effective immediately. Mr. Nathoo will serve as a director in the class whose term expires at the Annual Meeting in 2023.

There is no arrangement or understanding between Mr. Nathoo and any other person pursuant to which he was selected to become a member of the Board, nor are there any transactions between Mr. Nathoo and Cabot or any subsidiary of Cabot that are reportable under Item 404(a) of Regulation S-K.

Mr. Nathoo will receive compensation for his service as a non-employee director as described under the heading "Director Compensation" in Cabot's Proxy Statement for the 2022 Annual Meeting of Stockholders, which description is incorporated herein by reference. As part of such compensation, on May 12, 2022, Mr. Nathoo received shares of Cabot common stock, par value $1.00 per share, having a value as close as possible to $84,375 on such date, which amount was calculated by prorating Cabot's annual stock grant for non-employee directors of $135,000.

A copy of the press release announcing Mr. Nathoo's election is attached as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.




(d) Exhibits

Exhibit
  No.        Description

99.1           Press Release issued by Cabot Corporation on May 12, 2022

104          Cover Page Interactive Data File (embedded within the Inline XBRL document)

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