8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported) March 7, 2014

MYERS INDUSTRIES, INC.

(Exact name of registrant as specified in its charter)

Ohio	1-8524	34-0778636
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification Number)

1293 South Main Street, Akron, OH	44301
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s Telephone Number, including area code (330) 253-5592

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions.

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.05. Amendments to the Registrant’s Code of Ethics, or Waiver of a Provision of the Code of Ethics.

On March 7, 2014, the Board of Directors of Myers Industries, Inc. (the “Company”) amended and restated its Code of Ethics and Business Conduct (the “Code of Ethics”). The amended and restated Code of Ethics incorporates into it the Code of Ethical Conduct for the Finance Officers and Finance Department Personnel, which was previously a separate code. The amended and restated Code of Ethics was also updated to be more comprehensive regarding compliance with certain laws, such as the U.S. Foreign Corrupt Practices Act.

The foregoing description of the Code of Ethics does not purport to be complete and is qualified in its entirety by reference to the full text of the Code of Ethics attached to this Current Report on Form 8-K as Exhibit 14 and incorporated herein by reference.

Item 7.01. Regulation FD Disclosure.

Representatives of the Company will present to members of the investment community during the 2014 ISI Annual Industrial Conference in New York City on Tuesday, March 11, 2014. A copy of the investor presentation to be used at the conference is attached to this Current Report on Form 8-K as Exhibit 99.1. The investor presentation is also available on the Investor Relations – Financial Presentations portion of the Company’s website at www.myersindustries.com.

In accordance with General Instruction B.2 on Form 8-K, the information set forth in this Item 7.01 and the investor presentation attached to this report as Exhibit 99.1 is “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section, nor shall such information be deemed incorporated by reference in any filing under the Securities Exchange Act of 1934, as amended, or the Securities Act of 1933, as amended.

Item 9.01. Financial Statements and Exhibits.

14	Myers Industries, Inc. Code of Ethics and Business Conduct, effective March 7, 2014
99.1	Investor Presentation by the Company dated March 2014

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		Myers Industries, Inc.
		(Registrant)
DATE: March 10, 2014	By:	/s/ Greggory W. Branning
		Greggory W. Branning
		Senior Vice President, Chief Financial Officer, and Corporate Secretary

EX-14

Exhibit 14

MYERS INDUSTRIES, INC. CODE OF ETHICS AND BUSINESS CONDUCT

Effective as of April 20, 2004; Amended and Restated December 13, 2006 for Certain Administrative Changes; Further Amended as of October 26, 2012, Amended and Restated March 7, 2014

1. Introduction.

1.1 The Board of Directors of Myers Industries, Inc. (together with its subsidiaries, the “Company”) has adopted this Code of Ethics and Business Conduct (the “Code”) in order to:

(a) promote honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest;

(b) promote full, fair, accurate, timely and understandable disclosure in reports and documents that the Company files with, or submits to, the Securities and Exchange Commission (the “SEC”) and in other public communications made by the Company;

(c) promote compliance with applicable governmental laws, rules and regulations;

(d) promote the protection of Company assets, including corporate opportunities and confidential information;

(e) promote fair dealing practices;

(f) deter wrongdoing; and

(g) ensure accountability for adherence to the Code.

1.2 All directors, officers and employees are required to be familiar with the Code, comply with its provisions and report any suspected violations as described below in Section 10, Reporting and Enforcement.

2. Honest and Ethical Conduct.

2.1 The Company’s policy is to promote high standards of integrity by conducting its affairs honestly and ethically.

2.2 Each director, officer and employee must act with integrity and observe the highest ethical standards of business conduct in his or her dealings with the Company’s customers, suppliers, partners, service providers, competitors, employees and anyone else with whom he or she has contact in the course of performing his or her job.

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2.3 Because of their role in the Company, Finance Officers and Finance Department Personnel are also subject to the Code of Ethical Conduct for the Finance Officers and Finance Department Personnel attached hereto as Exhibit A.

3. Conflicts of Interest.

3.1 A conflict of interest occurs when an individual’s private interest (or the interest of a member of his or her family) interferes, or even appears to interfere, with the interests of the Company as a whole. A conflict of interest can arise when an employee, officer or director (or a member of his or her family) takes actions or has interests that may make it difficult to perform his or her work for the Company objectively and effectively. Conflicts of interest also arise when an employee, officer or director (or a member of his or her family) receives improper personal benefits as a result of his or her position in the Company.

3.2 Loans by the Company to, or guarantees by the Company of obligations of, employees or their family members are of special concern and could constitute improper personal benefits to the recipients of such loans or guarantees, depending on the facts and circumstances. Loans by the Company to, or guarantees by the Company of obligations of, any director or executive officer, or their family members, are expressly prohibited.

3.3 Whether or not a conflict of interest exists or will exist can be unclear. Conflicts of interest should be avoided unless specifically authorized as described in Section 3.4.

3.4 Persons other than directors and executive officers who have questions about a potential conflict of interest or who become aware of an actual or potential conflict should discuss the matter with, and seek a determination and prior authorization or approval from, their supervisor or the Chief Financial Officer. A supervisor may not authorize or approve conflict of interest matters or make determinations as to whether a problematic conflict of interest exists without first providing the Chief Financial Officer with a written description of the activity and seeking the Chief Financial Officer’s written approval. If the supervisor is himself involved in the potential or actual conflict, the matter should instead be discussed directly with the Chief Financial Officer.

Directors and executive officers must seek determinations and prior authorizations or approvals of potential conflicts of interest exclusively from the Audit Committee.

2

4. Compliance.

4.1 Employees, officers and directors should comply, both in letter and spirit, with all applicable laws, rules and regulations in the cities, states and countries in which the Company operates.

4.2 Although not all employees, officers and directors are expected to know the details of all applicable laws, rules and regulations, it is important to know enough to determine when to seek advice from appropriate personnel. Questions about compliance should be addressed to the Company’s Chief Financial Officer or the Company’s legal counsel.

4.3 No director, officer or employee may purchase or sell any Company securities while in possession of material non-public information regarding the Company, nor may any director, officer or employee purchase or sell another company’s securities while in possession of material non-public information regarding that company. It is against Company policies and illegal for any director, officer or employee to use material non-public information regarding the Company or any other company to:

(a) obtain profit for himself or herself; or

(b) directly or indirectly “tip” others who might make an investment decision on the basis of that information.

4.4 As an American corporation doing business globally, the Company and its directors, officers, employees and agents are required to abide by the terms and provisions of the U.S. Foreign Corrupt Practices Act (the “FCPA”), which makes it a crime for companies as well as their directors, officers, employees, and agents, to pay, promise, offer or authorize the payment of anything of value to a foreign official, foreign political party, officials of foreign political parties, candidates for foreign political office or officials of public international organizations for the purpose of obtaining or retaining business.

Similar legislation is in force in most countries outside the U.S. through the OECD Anti-Bribery Convention or national laws. This policy also applies to the Company and its subsidiaries and affiliates outside the United States. The Company’s policy is very restrictive and it is important to note that violation exposes the Company to considerable fines, civil claims, reputational damage and individuals involved to prison sentences. No violation of the FCPA will be tolerated, even if no crime under the FCPA is charged or proved. Even if payments are legal or customary in the foreign country, they may well violate the FCPA or similar laws. Thus, they will be considered violations of Company policy.

It is the Company’s policy to comply fully with the FCPA. The prohibition extends to payments to any public official, regardless of rank or position; any employees of state-owned commercial enterprises; any members of the armed forces; any officer, employee or person acting in an official capacity of a foreign government organization, department or agency; a foreign political party or party official; or any other candidate for foreign political office. All are referred to as a “government official.”

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The Company will give up any business opportunity which can be won only by giving improper or illegal payments, bribes, gifts, rebates, kickbacks, commissions, consulting or other service fees, special discounts, certain entertainment, other transfers of money or any other form of value or similar inducements and where it is known, or reasonably suspected, that any part of the payment or transfer will go to reward a government official to obtain or retain business, to make a favorable decision, or to secure an improper advantage.

Such payments are equally illegal when made through any intermediary or consultant, rather than directly by the Company. Any independent agent, commission agent, sales consultant or a similar representative (including a consultant to whom the Company will pay a success fee, when that consultant must deal with third parties) that is retained with respect to any business outside the U.S., including U.S. exports must comply with this policy.

5. Disclosure.

5.1 The Company’s periodic reports and other documents filed with the SEC, including all financial statements and other financial information, must comply with applicable federal securities laws and SEC rules.

5.2 Each director, officer and employee who contributes in any way to the preparation or verification of the Company’s financial statements and other financial information must ensure that the Company’s books, records and accounts are accurately maintained. Each director, officer and employee must cooperate fully with the Company’s accounting and internal audit departments, as well as the Company’s independent public accountants and counsel.

5.3 Each director, officer and employee who is involved in the Company’s disclosure process must:

(a) be familiar with and comply with the Company’s disclosure controls and procedures and its internal control over financial reporting; and

(b) take all necessary steps to ensure that all filings with the SEC and all other public communications about the financial and business condition of the Company provide full, fair, accurate, timely and understandable disclosure.

4

6. Protection and Proper Use of Company Assets.

6.1 All directors, officers and employees should protect the Company’s assets and ensure their efficient use. Theft, carelessness and waste have a direct impact on the Company’s profitability and are prohibited.

6.2 All Company assets should be used only for legitimate business purposes. Any suspected incident of fraud or theft should be reported for investigation immediately.

6.3 The obligation to protect Company assets includes the Company’s proprietary information. Proprietary information includes intellectual property such as trade secrets, patents, trademarks, and copyrights, as well as business and marketing plans, engineering and manufacturing ideas, designs, databases, records and any non-public financial data or reports. Unauthorized use or distribution of this information is prohibited and could also be illegal and result in civil or criminal penalties.

7. Corporate Opportunities. All directors, officers and employees owe a duty to the Company to advance its interests when the opportunity arises. Directors, officers and employees are prohibited from taking for themselves personally (or for the benefit of friends or family members) opportunities that are discovered through the use of Company assets, property, information or position. Directors, officers and employees may not use Company assets, property, information or position for personal gain (including gain of friends or family members). In addition, no director, officer or employee may compete with the Company.

8. Confidentiality. Directors, officers and employees should maintain the confidentiality of information entrusted to them by the Company or by its customers, suppliers or partners, except when disclosure is expressly authorized or legally required. Confidential information includes all non-public information (regardless of its source) that might be of use to the Company’s competitors or harmful to the Company or its customers, suppliers or partners if disclosed.

9. Fair Dealing. Each director, officer and employee must deal fairly with the Company’s customers, suppliers, partners, service providers, competitors, employees and anyone else with whom he or she has contact in the course of performing his or her job. No director, officer or employee may take unfair advantage of anyone through manipulation, concealment, abuse or privileged information, misrepresentation of facts or any other unfair dealing practice.

10. Reporting and Enforcement.

10.1 Reporting and Investigation of Violations.

(a) Actions prohibited by this code involving directors or executive officers must be reported to the Audit Committee.

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(b) Actions prohibited by this code involving any other person must be reported to the reporting person’s supervisor or the Chief Financial Officer.

(c) After receiving a report of an alleged prohibited action, the Audit Committee, the relevant supervisor or the Chief Financial Officer must promptly take all appropriate actions necessary to investigate.

(d) All directors, officers and employees are expected to cooperate in any internal investigation of misconduct.

10.2 Enforcement.

(a) The Company must ensure prompt and consistent action against violations of this Code.

(b) If, after investigating a report of an alleged prohibited action by a director or executive officer, the Audit Committee determines that a violation of this Code has occurred, the Audit Committee will report such determination to the Board of Directors.

(c) If, after investigating a report of an alleged prohibited action by any other person, the relevant supervisor or the Chief Financial Officer determines that a violation of this Code has occurred, the supervisor or the Chief Financial Officer will report such determination to the Company’s legal counsel.

(d) Upon receipt of a determination that there has been a violation of this Code, the Board of Directors will take such preventative or disciplinary action as it deems appropriate, including, but not limited to, reassignment, demotion, dismissal and, in the event of criminal conduct or other serious violations of the law, notification of appropriate governmental authorities.

10.3 Waivers.

(a) Only the Board of Directors may, in its discretion, waive any violation of this Code.

(b) Any waiver for a director or an executive officer shall be disclosed as required by SEC and NYSE rules.

10.4 Prohibition on Retaliation.

The Company does not tolerate acts of retaliation against any director, officer or employee who makes a good faith report of known or suspected acts of misconduct or other violations of this Code.

6

ACKNOWLEDGMENT OF RECEIPT AND REVIEW

To be signed and returned to the Vice President of Human Resources.

I,                     , acknowledge that I have received and read a copy of the Myers Industries, Inc. Code of Ethics and Business Conduct. I understand the contents of the Code and I agree to comply with the policies and procedures set out in the Code.

I understand that I should approach the Company’s Chief Financial Officer or the Company’s legal counsel if I have any questions about the Code generally or any questions about reporting a suspected conflict of interest or other violation of the Code.

NAME

PRINTED NAME

DATE

7

EXHIBIT A

CODE OF ETHICAL CONDUCT FOR THE

FINANCE OFFICERS AND FINANCE DEPARTMENT PERSONNEL

Adopted December 19, 2002; Amended and Restated as of December 13, 2006;

Further Amended as of October 26, 2012

The financial officers of Myers Industries, Inc. (“Myers”), being the Chief Financial Officer, Chief Executive Officer, President, Chief Operating Officer and persons in like positions (collectively, “Finance Officers”), as well as “Finance Department personnel” (as defined herein) for Myers, its divisions and subsidiaries (collectively, the “Company”), bear a special responsibility both inside and outside of the Company for promoting integrity throughout the Company. They have a special role both to elaborate these principles and to ensure that a culture exists throughout the Company that ensures fair and timely reporting of the Company’s financial results and condition.

For purposes of this Code, “Finance Department personnel” include all, but not limited to, of the following persons at the Company: (1) Controller, (2) Assistant Controller(s), (3) Treasurer, (4) Assistant Treasurer(s), (5) Risk Manager, (6) Director of Taxation, and (7) the principal accounting personnel at each subsidiary company and for each division.

Because of their special role, the Finance Officers and the Finance Department personnel are bound by this Code of Ethical Conduct for the Finance Officers and Finance Department Personnel (“Financial Code of Ethics”) and each must:

• Act honestly and ethically to conduct themselves in an honest and ethical manner in their professional duties, including their handling of actual or apparent conflicts of interest between personal and professional relationships.

• Provide information that is accurate, complete, objective, relevant, and timely to ensure full, fair, accurate, and timely, disclosure in reports and documents that the Company files with, or submits to, the Securities and Exchange Commission and in other public communications.

• Comply with applicable rules and regulations.

• Promptly report in writing, by e-mail or telecopy, to the Chair of the Myers Disclosure Committee, Chair of the Myers Audit Committee, and/or the Myers Chief Financial Officer, any conduct that the individual believes to be a violation of law or business ethics or of any provision of the Financial Code of Ethics, including any transaction or relationship that reasonably could be expected to give rise to such a conflict.

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If you are concerned about maintaining anonymity, you may contact the AlertLine^® Ethics and Compliance toll free hotline established by the Company’s Audit Committee at 877-285-4145, which is available worldwide, 24 hours a day, 7 days a week for reporting concerns on ethics, compliance, or fraud.

Violations of the Financial Code of Ethics, including failures to report potential violations by others, will be viewed as a severe disciplinary matter that may result in personnel action, including termination of employment.

It is against Company policy to retaliate against any employee for good faith reporting of violations of this Financial Code of Ethics.

9

REPORTING CONCERNS ON COMPLIANCE,

FRAUD, OR ETHICS

All employees must promptly report any conduct that the employee believes is: (1) a failure to comply with applicable laws, (2) fraudulent, or (3) a violation of ethics, including any transaction or relationship that reasonably could be expected to give rise to such violation or conflict.

If you are concerned about maintaining anonymity, you may contact within the US, US territories and Canada, the AlertLine^® Ethics and Compliance Toll Free Hotline at 877-285-4145. The service is available 24 hours a day, 7 days a week, worldwide (see below).

You may also report these matters to the persons listed below:

Robert A. Stefanko Chair, Audit Committee	Phone: 330-352-5522 E-Mail: robert_stefanko@hotmail.com
Gregg Branning Chair, Disclosure Committee	Phone: 330-761-6303 E-Mail: gbranning@myersind.com
Ray Cunningham Vice President, Human Resources, Organization Development & Training	Phone: 330-761-6397 E-Mail: rcunningham@myersind.com

It is against Company policy to retaliate against any employee for reporting of violations.

INTERNATIONAL CALLING INSTRUCTIONS:

To access the toll-free number, a caller must first dial a country access number (see below). Upon dialing the access number, the caller will be connected to the U.S. toll free system which will be answered either by an AT&T operator or a tone and voice message instructing the caller to dial the toll free number. Dial 877-285-4145. All voice messages are in English, and all operators answer in English, but non-English speaking callers are accommodated (see STEP 3).

STEP 1: Enter the AT&T Direct Access Number for the country you are calling from (see below). STEP 2: When you hear the English-language voice prompt or series of tone prompts, dial 877-285-4145 (DO NOT press “1” or “0” before dialing the telephone number).

STEP 3: The call will be connected to AlertLine. If you do not speak English, or prefer to have an interpreter assist you, inform the AlertLine Specialist which language you speak. The Specialist will then conference in an interpreter. As this happens, you will hear music, please remain on the line for a few minutes until an interpreter is able to join your conversation to assist you and the Communication Specialist in completing the call.

Belgium:	0800 10 010	Denmark:	8001 0010	France:	0800990011	Germany:	0800 225 5288
Italy:	800 172 444	Portugal:	800 800 128	Spain:	900 99 0011
United Kingdom: British Telecom 0800 890011; C&W 0500 890011; NTEL/ATT 0800 013 0011

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EX-99.1

Myers Industries, Inc.

Investor Presentation

March 2014

Exhibit 99.1

Forward Looking Statements

2

Statements in this presentation concerning the Company’s goals, strategies, and expectations for business and financial results

may be "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 and are based on

current indicators and expectations.  Whenever you read a statement that is not simply a statement of historical fact (such as when

we describe what we "believe," "expect," or "anticipate" will occur, and other similar statements), you must remember that our

expectations may not be correct, even though we believe they are reasonable.  We do not guarantee that the transactions and

events described will happen as described (or that they will happen at all).  You should review this presentation with the

understanding that actual future results may be materially different from what we expect.  Many of the factors that will determine

these results are beyond our ability to control or predict.  You are cautioned not to put undue reliance on any forward-looking

statement.  We do not intend, and undertake no obligation, to update these forward-looking statements.  These statements involve

a number of risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the

applicable statements.  Such risks include:

(1) Fluctuations in product demand and market acceptance

(2) Uncertainties associated with the general economic conditions in domestic and international markets

(3) Increased competition in our markets

(4) Changes in seasonality

(5) Difficulties in manufacturing operations, such as production outages or maintenance programs

(6) Raw material availability

(7) Fluctuations in raw material costs; fluctuations outside the “normal” range of industry cycles

(8) Changes in laws and regulations and approvals and decisions of courts, regulators, and

      governmental bodies

Myers Industries, Inc. encourages investors to learn more about these risk factors. A detailed 

explanation of these factors is available in the Company’s publicly filed quarterly and annual reports, 

which can be found online at www.myersindustries.com and at the SEC.gov web site.

Strategic Goals

Strategic & Financial Goals to Drive Shareholder Value

•

Focus

on

industries

that

have

strong,

sustainable growth and profit

potential

•

Position

our businesses to grow

through new products, geographic

expansion and acquisitions

•

Invest

within

our

five

business

growth platforms for value creation

•

Maintain

a strong and flexible

balance sheet, providing funds for

acquisitions and returns to

shareholders

•

Optimize

Lawn & Garden with Phase

1 and Phase 2 projects

3

•

Sales

Growth

>

1.5x

GDP

•

Gross

Margin

>

29%

•

EPS

Growth > 20% CAGR

•

Free

Cash

Flow

100%

of

Net

Income

•

ROIC

>

Cost

of

Capital

•

L&G

to

return

Cost

of

Capital

in

2015

Financial Goals

Company at a Glance

4

2013 Net Sales

2013

Adjusted

EBIT

Material Handling

Lawn & Garden

Engineered Products

Distribution

Two core businesses; four

reporting segments:

1.

Manufacturer of polymer

products 

1.

Material Handling

2.

Engineered Products

3.

Lawn and Garden

2.

Wholesale distributor

4.

Distribution

Restructuring in Process

50%

14%

17%

19%

39%

25%

21%

15%

Business Segments

5

Growth Platforms

6

Platform

Segment

Growth

Recent

Acquisitions

Returnable

Packaging

Material

Handling

Drive conversions to reusable products through

further penetration of food, liquid, bulk solids and

agricultural markets.

Novel

Storage &

Safety

Products

Material

Handling

Further grow platform with acquisitions. Strengthen

competitive advantage through distribution channels.

Jamco Products

Inc.

Tire Repair

& Retread

Products

Engineered

Products

Leverage product and customer expertise to grow

niche market.

Specialty

Molding

Engineered

Products

Expand our capabilities to further grow our positions

in Marine and RV.

Tire Supply

Distribution

Distribution

Grow through market reach, innovative products and

expanded global sourcing.

Myers Tyre Supply

India Limited

We will continuously upgrade Myers’

performance through:

Disciplined Portfolio Management and                           

Investment in Profitable Growth 

Tiltview

Product Line

Innovative New Products in 2013

7

Polymer Products

Distribution

Lawn and Garden

Material Handling

Engineered Products

Grower

Decorative

Containers

Decorative Products

for Retail

32x30 Bulk Box

(Gen II)

640-lb

CheeseBox

Novel

Beverage

Crate

Divider

Label Tab

Angle Vu Label Holder

Redesigned

AkroBin Lids

AirFlexx 

Bendable

Air Valve

Myers Pneumatics Line

TPMS Program Tool

Akro-

Shelf

Myers Tire Supply

Full Year 2013 Highlights

•

Achieved 6.4% increase in adjusted EPS

•

$1.00 compared to $0.94 in 2012

•

Generated 95% increase in free cash flow

•

$66.1 million compared to $33.8 million

•

6% of total sales in 2013 came from products, services or markets

developed in the last three years.

•

Realized $16 million in Operations Excellence savings

•

3% of Cost of Goods sold

•

2012

Novel

&

Jamco

acquisitions

performed

as

anticipated

in

2013

and

continue to be a good strategic fit

•

Increased dividend 12.5% to $0.09 per quarter or $0.36 per year

•

Invested $8.1 million to repurchase common stock

8

•

As part of Innovation initiative more than 40 new products and services

were introduced

Full Year 2013 Financial Summary

9

•

Sales increased 4.3%

•

Novel and Jamco acquisitions

were the primary contributor to

the increase

•

Adjusted gross margin

expanded  to  27.7% from 27.4%

•

Operations Excellence

initiatives

drove productivity improvements

and cost savings

•

Adjusted net income increased

6.1%

•

Adjusted EPS increased 6.4%

Note: All figures except ratios and percents are $Millions

FY

FY

Highlights

2013

2012

B/(W)

Net sales

$825.2

$791.2

4.3%

Gross profit

margin -

adjusted¹

27.7%

27.4%

1.1%

SG&A

$173.7

$163.4

(6.3%)

Net income -

adjusted²

$34.1

$32.1

6.1%

Effective tax

rate

34.0%

36.7%

EPS -

adjusted²

$1.00

$0.94

6.4%

¹

See Reconciliation of Non-GAAP Measures slide 16

²

See Reconciliation of Non-GAAP Measures on slide 17

Progress Towards Financial Goals

10

Metric

Goal

2013

2012

Sales Growth

(1)

> 1.5x GDP

4.3%

4.7%

Adjusted Gross Margin

> 29%

27.7%

27.4%

Adjusted EPS Growth

>20% CAGR

39.3%

21.8%

Free Cash Flow

= 100% of Net Income

254%

113%

ROIC

(2)

> 10%

10%

10%

Innovation / NPD

(3)     

>10% of Sales

6%

6%

Operations Excellence Savings

5% of COGS (gross)

3%

3%

(1) Using real GDP forecasted and actual growth rates, 1.5x GDP growth = 2.9% and 3.3% for 2013 and 2012 respectively.

(2) ROIC = Net Operating Profit After Tax/(Debt + Equity).

(3) NPD = New Product Development calculation based on products/services introduced within the last three years.

Key Accomplishment Metrics

See Reconciliations of Non-GAAP

Measures on slides 16 & 17 for details regarding adjusted calculations in the above chart

Strong & Flexible Balance Sheet

11

Note: 

1) Net Debt-to-Capital ratio calculated as net debt/(net debt + equity).

Net Debt-to-Capital

Maintaining strong balance sheet for investments and

returning capital to shareholders

42%

44%

41%

41%

34%

39%

28%

27%

25%

28%

14%

0%

5%

10%

15%

20%

25%

30%

35%

40%

45%

50%

$0

$50

$100

$150

$200

$250

$300

2003

2004

2005

2006

2007

2008

2009

2010

2011

2012

2013

Net Debt ($ Millions)

Net Debt-to-Capital

Solid Cash Flow Generation

12

$(Millions)

Free Cash Flow

Generating Free Cash Flow, Investing for the Future and

Returning Cash to Shareholders

$31

$18

$29

$55

$77

$20

$57

$25

$42

$34

$66

$0

$20

$40

$60

$80

$100

2003

2004

2005

2006

2007

2008

2009

2010

2011

2012

2013

Notes:

1)

Free cash flow calculated as cash flow from continuing operations less capital expenditures.

Balanced Approach to Capital Allocation

13

•

New product development

•

Acquisitions

•

Dividends

•

Share repurchases

•

Debt reduction

Grow Shareholder Value

Return Capital to Shareholders

Re-invest in the Business

•

Organic growth capital expenditures

•

Process improvements

Returning Cash to Shareholders

14

•

Increasing Dividends

•

Increased Q1 2014 quarterly dividend by 44% to $0.13 per share

Quarterly Dividends Paid

Notes: 

1) Above adjusted for stock dividends and splits in 2000, 2001, 2002 and 2004.

2) In 2007 there was an additional special dividend (not shown above) of $0.28 or $9.9M accrued but not paid

until 2008, resulting from a merger termination payment.

•

Buying Back Shares

•

Investing $40M to buy back shares in 2014

•

Invested $33M to buy back 2.8M shares from 2011 to 2013

Appendix

15

16

Reconciliation of Non-GAAP Measures

MYERS INDUSTRIES, INC.

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

CONDENSED CONSOLIDATED GROSS PROFIT (UNAUDITED)

(Dollars in thousands)

Twelve Months Ended

December 31

2013

2012

Gross Profit as reported

217,628

215,281

Restructuring and other adjustments in cost of sales

Material Handling Segment

Lawn & Garden Segment

Engineered Products Segment

56

1,121

Gross Profit as adjusted

228,819

216,402

10,957

178

$

$

$

$

Note on

Reconciliation

of

Income

and

Earnings

Data:

Gross

profit

excluding

the

items

mentioned

above

in

the

text

of

this

release

and

in

this

reconciliation chart is a non-GAAP financial measure that Myers Industries, Inc. calculates according to the schedule above, using GAAP amounts

from the unaudited Consolidated Financial Statements. The Company believes that the excluded items are not primarily related to core operational

activities. The Company believes that gross profit excluding items that are not primarily related to core operating activities is generally viewed as

providing useful information regarding a company's operating profitability. Management uses gross profit excluding these items as well as other

financial

measures

in

connection

with

its

decision-making

activities.

Gross

profit

excluding

these

items

should

not

be

considered

in

isolation

or

as

a

substitute

for

gross

profit prepared

in accordance

with

GAAP.

The

Company's

method

for

calculating

gross

profit

excluding

these

items

may

not

be

comparable

to

methods

used

by

other

companies.

—

—

Reconciliation of Non-GAAP Measures

17

MYERS INDUSTRIES, INC.

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

INCOME (LOSS) BEFORE TAXES BY SEGMENT (UNAUDITED)

(Dollars in millions, except per share data)

Twelve Months Ended

December 31

2013

2012

Material Handling

Income before taxes as reported

$

41.1

$

47.5

Restructuring expenses

0.2

0.2

Income before taxes as adjusted

41.3

47.7

Lawn and Garden

Income (loss) before taxes as reported

(1.5)

2.9

Restructuring expenses and other adjustments

11.4

0.6

Loss on disposal of assets

0.6

0.0

Depreciation recapture

1.3

0.0

Income before taxes as adjusted

11.8

3.5

Distribution

Income before taxes as reported

14.4

14.8

Restructuring expenses

0.2

0.7

Gain on building sale

0.0

(0.8)

Income before taxes as adjusted

14.6

14.7

Engineered Products

Income before taxes as reported

15.3

14.5

Restructuring expenses

0.2

1.2

Income before taxes as adjusted

15.5

15.7

Corporate and interest expense

Income (loss) before taxes as reported

(29.9)

(32.4)

Severance and other

0.0

1.8

Loss before taxes as adjusted

(29.9)

(30.6)

Consolidated

Income before taxes as reported

39.4

47.3

Restructuring expenses and other adjustments

13.9

3.7

Income before taxes as adjusted

53.3

51.0

Income taxes

19.2

18.9

Net Income as adjusted

$

34.1

$

32.1

Adjusted earnings per diluted share

$

1.00

$

0.94

Note: Numbers in the Corporate and interest expense section above may be rounded for presentation purposes.

Note on

Reconciliation

of

Income

and

Earnings

Data:

Income (loss)

excluding

the

items

mentioned

above in

the

text

of

this

release

and

in

this reconciliation chart is a non-GAAP financial measure that Myers Industries, Inc. calculates according to the schedule

above, using GAAP amounts from the unaudited Consolidated Financial Statements. The Company believes that the excluded items are

not

primarily related to core operational activities. The Company believes that income (loss) excluding items that are not primarily

related to

core operating activities is generally viewed as providing useful information regarding a company's operating profitability. Management

uses income (loss) excluding these items as well as other financial measures in connection

with

its

decision-making

activities.

Income

(loss)

excluding

these

items

should

not

be

considered

in

isolation

or

asa

substitute

for

net

income(loss),

income

(loss)

before

taxes

or

other

consolidated

income

data

prepared

in

accordance

with

GAAP.

The

Company's

method

for

calculating

income

(loss)

excluding

these

items

may not be comparable to methods used by  other companies.

Strategic Principles

18

Customer

Dedication

Innovation

Operations

Excellence

Organization

Development

Financial

Strength

•

Deliver next-generation products/services in high niche markets

•

•

Market based strategic planning

•

Maintain highest standards in safety and productivity

•

Ensure process for continuous quality, service and productivity

improvement

•

Ensure industry-best talent

•

Make Myers’

training and development a competitive advantage

Utilize “Voice of the Customer” tools

Structure the organization closer to the customer - decentralize                   

Build and maintain processes to maximize customer input

Lead our industries in service, quality and delivery

Generate strong financial results – EBITDA growth, Cash, ROIC

Maintain a strong balance sheet

Build industry leading decision-making tools across the business

•

•

•

•

•

•

Portfolio Evolution

19

Macro Indicators

20

Material Handling

MHEM (Material Handling Equipment) Index

Source: Material Handling Industry Feb 2014 Forecast

Macro Indicators

21

Lawn & Garden

Housing Starts; Consumer Sentiment

Sources: National Association of Home Builders (NAHB), Jan 2014;

Thomson Reuters/University of Michigan, Feb 2014

Macro Indicators

22

Distribution

Replacement Tire Shipments; Miles Driven; Fuel Prices

Source: JP Morgan, RMA, Energy Information Administration, Feb 2014

Macro Indicators

23

Engineered Products

RVIA; Motor Vehicle and Parts Production

Sources: RVIA Forecasts, Dec 2013;

FRB G17 Release, Feb 2014