Table of Contents COMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATION ITEM 12 - SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS Messrs. Feinstein, and Kalsow-Ramos, whose names appear on the Compensation Committee Report above, are employed by Apollo Management, L.P., our indirect controlling shareholder. Neither of these directors is or has been an executive officer of the Company. None of our executive officers served as a director or a member of a compensation committee (or other committee serving an equivalent function) of any other entity, the executive officers of which served as a director or member of our Compensation Committee during the fiscal year ended December 31, 2018. Hexion Holdings is our ultimate parent company and indirectly owns 100% of our capital stock. The following table sets forth information regarding the beneficial ownership of Hexion Holdings common units, as of April 1, 2019, and shows the number of units and percentage owned by: As of April 1, 2019, Hexion Holdings had 308,843,407 common units issued and outstanding. The amounts and percentages of common units beneficially owned are reported on the basis of regulations of the SEC governing the determination of beneficial ownership of securities. Under the rules of the SEC, a person is deemed to be a “beneficial owner” of a security if that person has or shares “voting power,” which includes the power to vote or to direct the voting of such security, or “investment power,” which includes the power to dispose of or to direct the disposition of such security. A person is also deemed to be a beneficial owner of any securities of which that person has a right to acquire beneficial ownership within 60 days. Under these rules, more than one person may be deemed a beneficial owner of the same securities and a person may be deemed a beneficial owner of securities as to which he has no economic interest. Except as otherwise indicated in the footnotes below, each of the beneficial owners has, to our knowledge, sole voting and investment power with respect to the indicated common units, and has not pledged any such units as security.  • each person known to beneficially own more than 5% of the common units of Hexion Holdings; • each of Hexion’s 2018 Named Executive Officers; • each current member of the Board of Managers of Hexion Holdings; and • all of the executive officers and current members of the Board of Managers of Hexion Holdings as a group.  * less than 1% (1) Represents (i) 102,454,557 common units held of record by Apollo Investment Fund VI, L.P. (“AIF VI”); (ii) 94,365,980 common units held of record by AP Momentive Holdings LLC (“AP Momentive Holdings”); (iii) 75,154,788 common units held of record by AIF Hexion Holdings, L.P. (“AIF Hexion Holdings”); and (iv) 6,450,803 common units held of record by AIF Hexion Holdings II, L.P. (“AIF Hexion Holdings II,” and together with AIF VI, AP Momentive Holdings and AIF Hexion Holdings, the “Apollo Funds”). The amount reported as beneficially owned does not include common units held or beneficially owned by certain of the directors, executive officers and other members of our management or of Momentive Holdco, for which the Apollo Funds and their affiliates have voting power and the power to cause the sale of such shares under certain circumstances. 120 Beneficial Ownership of Equity Securities Name of Beneficial Owner Amount of Beneficial Ownership Percent of Class Apollo Funds  (1) 278,426,128 87.0 % ASF Radio, L.P.  (2) 25,491,297 8.0% Geoffrey A. Manna  (3) — * Samuel Feinstein  (4) — * William H. Joyce $^{(5)}$  (6) 127,103 * Robert Kalsow-Ramos  (4) — * Marvin O. Schlanger  (7) 748,701 * Lee C. Stewart (8) — * Craig A. Rogerson  (11) — * George F. Knight (9) (11) 78,210 * Joseph P. Bevilaqua  (10) (11) 660,878 * Nathan E. Fisher  (11) (12) 403,187 * Douglas A. Johns  (11) (13) 529,860 * All Managers and Executive Officers as a group  (14) 6,910,667 2.2%