GCP / GCP Applied Technologies Inc - SEC-Einreichungen, Jahresbericht, Proxy Statement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-37533 GCP Applied Technologies Inc. (Exact name of registrant as specif

GCP / GCP Applied Technologies Inc / 40 North Management LLC - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Amendment No. 8)* Under the Securities Exchange Act of 1934 GCP APPLIED TECHNOLOGIES INC. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 36164Y101 (CUSIP Number) David J. Millstone David S. Winter Standard Industries Inc. 1 Campus Drive Parsippany, New Jersey 07054 (973) 6

AGREEMENT JOINT FILING OF SCHEDULE 13D

Exhibit 1 AGREEMENT JOINT FILING OF SCHEDULE 13D The undersigned hereby agree to jointly prepare and file with regulatory authorities this Schedule 13D and any future amendments thereto reporting each of the undersigned?s ownership of securities of GCP Applied Technologies Inc.

Amended and Restated Bylaws of GCP Applied Technologies Inc.

Exhibit 3.2 Execution Version AMENDED AND RESTATED BYLAWS OF GCP APPLIED TECHNOLOGIES INC. a Delaware corporation ARTICLE I OFFICE AND RECORDS Delaware Office 1.1. The Corporation shall have and maintain a registered office in the State of Delaware as required by law. The name and address of its registered agent in the State of Delaware is set forth in the Certificate of Incorporation of the Corpo

Second Amended and Restated Certificate of Incorporation of GCP Applied Technologies Inc.

Exhibit 3.1 SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GCP APPLIED TECHNOLOGIES INC. FIRST: The name of the corporation is GCP Applied Technologies Inc. (hereinafter referred to as the Corporation). SECOND: The address of the Corporation?s registered office in the State of Delaware is Corporation Service Company, 251 Little Falls Drive, in the City of Wilmington, County of New Cas

As filed with the Securities and Exchange Commission on September 27, 2022

As filed with the Securities and Exchange Commission on September 27, 2022 Registration No.

As filed with the Securities and Exchange Commission on September 27, 2022

As filed with the Securities and Exchange Commission on September 27, 2022 Registration No.

As filed with the Securities and Exchange Commission on September 27, 2022

As filed with the Securities and Exchange Commission on September 27, 2022 Registration No.

GCP / GCP Applied Technologies Inc / Starboard Value LP - AMENDMENT NO. 7 TO THE SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2(a) (Amendment No. 7)1 GCP Applied Technologies Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 36164Y101 (CUSIP Number) JEFFREY

EX-99.25

NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on October 10, 2022, pursuant to the provisions of Rule 12d2-2 (a).

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Termination of a Material Definitive Agreement, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

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): September 27, 2022 GCP Applied Technologies Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-37533 47-3936076 (State or Other Jurisdiction of Incorporation or Orga

Other Events

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): September 22, 2022 GCP Applied Technologies Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-37533 47-3936076 (State or Other Jurisdiction of Incorporation or Orga

GCP Applied Technologies Reports Second Quarter 2022 Financial and Operating Results

GCP Applied Technologies Reports Second Quarter 2022 Financial and Operating Results Alpharetta, GA - August 5, 2022 - GCP Applied Technologies Inc.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) August 5, 2022 GCP APPLIED TECHNOLOGIES INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2022 OR ☐ TRANSITION REPORT PURSUANT T

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 1-37533 GCP Applied Technologies Inc. Delaware 4

Other Events

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): July 5, 2022 (July 1, 2022) GCP Applied Technologies Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-37533 47-3936076 (State or Other Jurisdiction of Incorporatio

GCP / GCP Applied Technologies Inc / GAMCO INVESTORS, INC. ET AL Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4) GCP Applied Technologies, Inc. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 36164Y101 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Telephone

GCP Applied Technologies Reports First Quarter 2022 Financial and Operating Results

GCP Applied Technologies Reports First Quarter 2022 Financial and Operating Results Alpharetta, GA - May 9, 2022 - GCP Applied Technologies Inc.

Retention Incentive Agreement between GCP Applied Technologies Inc. and David Campos, effective January 24, 2022

David Campos RETENTION INCENTIVE AGREEMENT This RETENTION INCENTIVE AGREEMENT (this ?Agreement?) is made and entered into this 24th day of January, 2022 (?Effective Date?) by and between [GCP Applied Technologies, Inc.

Letter Agreement between GCP Applied Technologies Inc. and Sherry Mennenga, effective as of December 21, 2021

EX-10.2 3 a2022q1exhibit102.htm EX-10.2 December 21, 2021 Sherry Mennenga RE: Incentive Award Modification Letter Dear Ms. Mennenga, This letter (the “Modification Agreement”) modifies certain incentive awards previously issued to you by GCP Applied Technologies, Inc. (the “Company”) effective as of the date hereof. You previously received certain incentive awards that would otherwise become payab

Letter Agreement between GCP Applied Technologies Inc. and David Campos, effective as of December 21, 2021

December 21, 2021 David Campos RE: Incentive Award Modification Letter Dear Mr. Campos, This letter (the ?Modification Agreement?) modifies certain incentive awards previously issued to you by GCP Applied Technologies, Inc. (the ?Company?) effective as of the date hereof. You previously received certain incentive awards that would otherwise become payable in calendar year 2022. The Compensation Co

Letter Agreement between GCP Applied Technologies Inc. and Michael Valente, effective as of December 21, 2021

December 21, 2021 Michael Valente RE: Incentive Award Modification Letter Dear Mr.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) May 9, 2022 GCP APPLIED TECHNOLOGIES INC.

Retention Incentive Agreement between GCP Applied Technologies Inc. and Michael Valente, effective January 24, 2022

Michael Valente RETENTION INCENTIVE AGREEMENT This RETENTION INCENTIVE AGREEMENT (this ?Agreement?) is made and entered into this 24th day of January, 2022 (?Effective Date?) by and between [GCP Applied Technologies, Inc.

Retention Incentive Agreement between GCP Applied Technologies Inc. and Sherry Mennenga, effective January 24, 2022

Sherry Mennenga RETENTION INCENTIVE AGREEMENT This RETENTION INCENTIVE AGREEMENT (this ?Agreement?) is made and entered into this 24th day of January, 2022 (?Effective Date?) by and between [GCP Applied Technologies, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2022 OR ☐ TRANSITION REPORT PURSUANT

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 1-37533 GCP Applied Technologies Inc. Delaware

Submission of Matters to a Vote of Security Holders

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): May 06, 2022 GCP Applied Technologies Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-37533 47-3936076 (State or Other Jurisdiction of Incorporation or Organization

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant [x] Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permit

Submission of Matters to a Vote of Security Holders

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 8, 2022 GCP Applied Technologies Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-37533 47-3936076 (State or Other Jurisdiction of Incorporation or Organizat

Other Events

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 3, 2022 GCP Applied Technologies Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-37533 47-3936076 (State or Other Jurisdiction of Incorporation or Organizat

GCP APPLIED TECHNOLOGIES INC. U.S. SUBSIDIARIES SUBSIDIARY NAME STATE OF INCORPORATION AP Chem Incorporated MD Construction Products Dubai, Inc. DE Darex Puerto Rico, Inc. DE De Neef Construction Chemicals (US) Inc. TX Dewey and Almy, LLC DE GCP Inte

Exhibit 21 GCP APPLIED TECHNOLOGIES INC. U.S. SUBSIDIARIES SUBSIDIARY NAME STATE OF INCORPORATION AP Chem Incorporated MD Construction Products Dubai, Inc. DE Darex Puerto Rico, Inc. DE De Neef Construction Chemicals (US) Inc. TX Dewey and Almy, LLC DE GCP International Inc. DE GCP Chemicals Inc. DE GCP Europe Inc. DE Hanover Square Corporation DE Verifi LLC DE Water Street Corporation DE 1 Exhibi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 1-37533 GCP Applied Technologies Inc. Delaware 47-39

GCP Applied Technologies Reports Fourth Quarter and Full Year 2021 Results

GCP Applied Technologies Reports Fourth Quarter and Full Year 2021 Results ALPHARETTA, GA - March 1, 2022 - GCP Applied Technologies Inc.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 1, 2022 GCP APPLIED TECHNOLOGIES INC.

GCP / GCP Applied Technologies Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 5)* Name of issuer: GCP Applied Technologies Inc. Title of Class of Securities: Common Stock CUSIP Number: 36164Y101 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule i

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (

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): January 24, 2022 GCP Applied Tech

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): January 24, 2022 GCP Applied Technologies Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-37533 47-3936076 (State or Other Jurisdiction of Incorporation or Organi

Retention Incentive Agreement between GCP Applied Technologies Inc. and Craig Merrill, effective as of January 24, 2022.

Exhibit 10.2 RETENTION INCENTIVE AGREEMENT This RETENTION INCENTIVE AGREEMENT (this ?Agreement?) is made and entered into this 24th day of January, 2022 (?Effective Date?) by and between GCP Applied Technologies, Inc. (the ?Company?) and Craig Merrill, (the ?Employee?). The Company is a party to that Agreement and Plan of Merger entered into as of December 5, 2021 pursuant to which the Company wil

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): January 24, 2022 GCP Applied Technologies Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-37533 47-3936076 (State or Other Jurisdiction of Incorporation or Organi

Retention Incentive Agreement between GCP Applied Technologies Inc. and Simon Bates, effective as of January 24, 2022.

Exhibit 10.1 RETENTION INCENTIVE AGREEMENT This RETENTION INCENTIVE AGREEMENT (this ?Agreement?) is made and entered into this 24th day of January, 2022 (?Effective Date?) by and between GCP Applied Technologies, Inc. (the ?Company?) and Simon Bates, (the ?Employee?). The Company is a party to that Agreement and Plan of Merger entered into as of December 5, 2021 pursuant to which the Company will

GCP / GCP Applied Technologies Inc / BlackRock Inc. Passive Investment

us36164y1010012722.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 7) GCP APPLIED TECHNOLOGIES INC - (Name of Issuer) Common Stock - (Title of Class of Securities) 36164Y101 - (CUSIP Number) December 31, 2021 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule p

GCP / GCP Applied Technologies Inc / BlackRock Inc. Passive Investment

us36164y1010012622.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 6) GCP APPLIED TECHNOLOGIES INC - (Name of Issuer) Common Stock - (Title of Class of Securities) 36164Y101 - (CUSIP Number) December 31, 2021 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule p

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): December 21, 2021 GCP Applied Technologies Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-37533 47-3936076 (State or Other Jurisdiction of Incorporation or Organ

Letter Agreement between GCP Applied Technologies Inc. and Simon Bates, effective as of December 21, 2021.

Exhibit 10.1 2325 Lakeview Parkway Craig Merrill Alpharetta, GA 30009 Chief Financial Officer United States +1 (617) 498-4383 Office ++1 (617) 610-2434 Mobile gcpat.com [email protected] December 21, 2021 Simon Bates 115 Old Cedar Lane Milton, GA 30004 RE: Incentive Award Modification Letter Dear Mr. Bates, This letter (the ?Modification Agreement?) modifies certain incentive awards previous

Letter Agreement between GCP Applied Technologies Inc. and Craig Merrill, effective as of December 21, 2021.

Exhibit 10.2 2325 Lakeview Parkway Simon Bates Alpharetta, GA 30009 President and Chief Executive Officer United States +1 (617) 498-4318 Office ++1 (704) 254-4658 Mobile gcpat.com [email protected] December 21, 2021 Craig Merrill 150 Barnes Hill Road Concord, MA 01742 RE: Incentive Award Modification Letter Dear Mr. Merrill, This letter (the ?Modification Agreement?) modifies certain incentiv

Second Amendment to Rights Agreement, dated as of December 5, 2021, between the Company and Equiniti Trust Company (incorporated herein by reference to Exhibit 4.1 to GCP’s Current Report on Form 8-K filed December 6, 2021)

Exhibit 4.1 EXECUTION VERSION SECOND AMENDMENT TO RIGHTS AGREEMENT THIS SECOND AMENDMENT TO RIGHTS AGREEMENT (this ?Amendment?), dated as of December 5, 2021, to the Rights Agreement, dated as of March 15, 2019 (the ?Rights Agreement?), as amended on March 13 2020, by and between GCP Applied Technologies Inc., a Delaware corporation (the ?Company?), and Equiniti Trust Company, as rights agent (the

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A/A (Amendment No. 2) FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 GCP APPLIED TECHNOLOGIES

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A/A (Amendment No. 2) FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 GCP APPLIED TECHNOLOGIES INC. (Exact Name of Registrant as Specified in its Charter) Delaware 47-3936076 (State of Incorporation or Organization) (IRS Employer Identification

Section 1 Representations and Warranties of Stockholder.

Exhibit 99.2 Execution Version This VOTING AND SUPPORT AGREEMENT (this ?Agreement?), dated as of December 5, 2021, is by and among Cyclades Parent, Inc., a Delaware corporation (?Parent?), Cyclades Merger Sub, Inc., a Delaware corporation (?Merger Sub?) and the Persons set forth on Schedule I attached hereto (each, a ?Stockholder?). WHEREAS, each Stockholder is, as of the date hereof, the record a

GCP / GCP Applied Technologies Inc / Starboard Value LP - AMENDMENT NO. 6 TO THE SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2(a) (Amendment No. 6)1 GCP Applied Technologies Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 36164Y101 (CUSIP Number) JEFFREY

Agreement and Plan of Merger, dated as of December 5, 2021, by and among GCP Applied Technologies Inc., a Delaware corporation, Cyclades Parent, Inc., a Delaware corporation, Cyclades Merger Sub, Inc., a Delaware corporation, and, solely for the purposes of Section 8.13 thereof, Compagnie de Saint-Gobain S.A., a société anonyme organized under the laws of France (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K filed December 5, 2021).

Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER by and among CYCLADES PARENT, INC., CYCLADES MERGER SUB, INC. GCP APPLIED TECHNOLOGIES INC. and COMPAGNIE DE SAINT-GOBAIN S.A. (solely for purposes of Section 8.13) Dated as of December 5, 2021 TABLE OF CONTENTS Page ARTICLE 1 THE MERGER 2 1.1 The Merger 2 1.2 Closing and Effective Time of the Merger 3 ARTICLE 2 CONVERSION OF SECURITIES IN

JOINT FILING AGREEMENT

Exhibit 99.2 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of Common Stock, par value $0.01 per share, of GCP Applied Technologies Inc. This Joint Fili

Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Financial Statements and Exhibits

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): December 5, 2021 GCP Applied Technologies Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-37533 47-3936076 (State or Other Jurisdiction of Incorporation or Organi

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): December 5, 2021 GCP Applied Tech

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): December 5, 2021 GCP Applied Technologies Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-37533 47-3936076 (State or Other Jurisdiction of Incorporation or Organi

Section 1 Representations and Warranties of Stockholder.

Exhibit 99.1 Execution Version This VOTING AND SUPPORT AGREEMENT (this ?Agreement?), dated as of December 5, 2021, is by and among Cyclades Parent, Inc., a Delaware corporation (?Parent?), Cyclades Merger Sub, Inc., a Delaware corporation (?Merger Sub?) and the Persons set forth on Schedule I attached hereto (each, a ?Stockholder?). WHEREAS, each Stockholder is, as of the date hereof, the record a

Section 1 Representations and Warranties of Stockholder.

Exhibit 99.1 Execution Version This VOTING AND SUPPORT AGREEMENT (this ?Agreement?), dated as of December 5, 2021, is by and among Cyclades Parent, Inc., a Delaware corporation (?Parent?), Cyclades Merger Sub, Inc., a Delaware corporation (?Merger Sub?) and the Persons set forth on Schedule I attached hereto (each, a ?Stockholder?). WHEREAS, each Stockholder is, as of the date hereof, the record a

Financial Statements and Exhibits, Other Events

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): December 6, 2021 (December 5, 2021) GCP Applied Technologies Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-37533 47-3936076 (State or Other Jurisdiction of Inco

GCP / GCP Applied Technologies Inc / 40 North Management LLC - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Amendment No. 7)* Under the Securities Exchange Act of 1934 GCP APPLIED TECHNOLOGIES INC. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 36164Y101 (CUSIP Number) David J. Millstone David S. Winter Standard Industries Inc. 1 Campus Drive Parsippany, New Jersey 07054 (973) 6

Section 1 Representations and Warranties of Stockholder.

Exhibit 3 ? Execution Version This VOTING AND SUPPORT AGREEMENT (this ?Agreement?), dated as of December 5, 2021, is by and among Cyclades Parent, Inc.

AGREEMENT JOINT FILING OF SCHEDULE 13D

Exhibit 1 AGREEMENT JOINT FILING OF SCHEDULE 13D The undersigned hereby agree to jointly prepare and file with regulatory authorities this Schedule 13D and any future amendments thereto reporting each of the undersigned?s ownership of securities of GCP Applied Technologies Inc.

GCP APPLIED TECHNOLOGIES SIGNS A DEFINITIVE AGREEMENT TO BE ACQUIRED BY SAINT-GOBAIN

Exhibit 99.1 GCP APPLIED TECHNOLOGIES SIGNS A DEFINITIVE AGREEMENT TO BE ACQUIRED BY SAINT-GOBAIN Alpharetta, GA ? December 6, 2021 - GCP Applied Technologies Inc. (NYSE: GCP) (GCP or the Company), today announced that it has entered into a definitive agreement pursuant to which Saint-Gobain will acquire all of the outstanding shares of GCP Applied Technologies for $32.00 per share, in cash, in a

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): December 6, 2021 (December 5, 202

DEFA14A 1 d260246ddefa14a.htm DEFA14A 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): December 6, 2021 (December 5, 2021) GCP Applied Technologies Inc. (Exact Name of Registrant as Specified in Charter) Delaware 001-37533 47-393607

Amendment to Registrant's Code of Ethics, or Waiver of a Provision of the Code of Ethics

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): November 8, 2021 (November 4, 2021) GCP Applied Technologies Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-37533 47-3936076 (State or Other Jurisdiction of Incorp

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2021 OR ☐ TRANSITION REPORT PURSU

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 1-37533 GCP Applied Technologies Inc. Delaw

GCP Applied Technologies Reports Preliminary Third Quarter 2021 Financial and Operating Results

GCP Applied Technologies Reports Preliminary Third Quarter 2021 Financial and Operating Results Alpharetta, GA - November 3, 2021 - GCP Applied Technologies Inc.

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): November 5, 2021 GCP Applied Technologies Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-37533 47-3936076 (State or Other Jurisdiction of Incorporation or Organiza

GCP Applied Technologies Reports Second Quarter 2021 Financial and Operating Results

GCP Applied Technologies Reports Second Quarter 2021 Financial and Operating Results Cambridge, MA - August 5, 2021 - GCP Applied Technologies Inc.

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): August 5, 2021 GCP Applied Technologies Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-37533 47-3936076 (State or Other Jurisdiction of Incorporation or Organizati

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2021 OR ☐ TRANSITION REPORT PURSUANT T

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 1-37533 GCP Applied Technologies Inc. Delaware 4

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

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): May 5, 2021 GCP Applied Technologies Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-37533 47-3936076 (State or Other Jurisdiction of Incorporation or Organization)

Submission of Matters to a Vote of Security Holders

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): May 6, 2021 GCP Applied Technologies Inc. (Exact name of registrant as specified in its charter) Delaware 1-37533 47-3936076 (State or other jurisdiction of incorporation) (Commission

Amendment to the Amended and Restated By-Laws of GCP Applied Technologies Inc., dated May 6, 2021 (incorporated herein by reference to Exhibit 3.1 to GCP’s Current Report on Form 8-K filed on May 7, 2021).

Exhibit 3.1 AMENDMENT TO THE AMENDED AND RESTATED BY-LAWS OF GCP APPLIED TECHNOLOGIES INC. (the ?Corporation?) Section 8.1 of Article VIII of the Amended and Restated By-laws of the Corporation (the ?By-laws?), is hereby amended and restated in its entirety to read as follows: ?Section 8.1. Exclusive Forum. Unless the Corporation consents in writing to the selection of an alternative forum, the Co

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 1-37533 GCP Applied Technologies Inc. Delaware

GCP Applied Technologies Reports Preliminary First Quarter 2021 Results

GCP Applied Technologies Reports Preliminary First Quarter 2021 Results ?1Q21 Net sales $222.

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): May 4, 2021 GCP Applied Technologies Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-37533 47-3936076 (State or Other Jurisdiction of Incorporation or Organization)

Financial Statements and Exhibits, Costs Associated with Exit or Disposal Activities, Other Events

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 30, 2021 GCP Applied Technologies Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-37533 47-3936076 (State or Other Jurisdiction of Incorporation or Organizati

GCP Announces Organization Changes and Restructuring to Improve Performance Company to Open New Global Corporate Headquarters in Atlanta, Georgia Area

Exhibit 99.1 GCP Announces Organization Changes and Restructuring to Improve Performance Company to Open New Global Corporate Headquarters in Atlanta, Georgia Area CAMBRIDGE, Mass., March 31, 2021 ? GCP Applied Technologies Inc. (NYSE:GCP) (?GCP? or ?the Company?), a leading construction chemicals and building products company, today announced plans to open its new corporate headquarters location

- DEF 14A

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant [x] Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy

- DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant [x] Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confi

List of Subsidiaries of GCP Applied Technologies Inc.

Exhibit 21 GCP APPLIED TECHNOLOGIES INC. U.S. SUBSIDIARIES SUBSIDIARY NAME STATE OF INCORPORATION AP Chem Incorporated MD Construction Products Dubai, Inc. DE Darex Puerto Rico, Inc. DE De Neef Construction Chemicals (US) Inc. TX Dewey and Almy, LLC DE GCP International Inc. DE GCP Chemicals Inc. DE GCP Europe Inc. DE Hanover Square Corporation DE Verifi LLC DE Water Street Corporation DE 1 Exhibi

Annual Report - 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 1-37533 GCP Applied Technologies Inc. Delaware 47-39

GCP Applied Technologies Inc. Form of Change in Control Severance Agreement for Executive Officers appointed on or after January 18, 2021*

EX-10.31 2 a2020q410-kexhibit1031.htm EX-10.31 Exhibit 10.31* GCP Applied Technologies Inc. 62 Whittemore Avenue Cambridge, MA 02140 CONFIDENTIAL , 2021 Name Address Dear : GCP Applied Technologies Inc., a Delaware corporation (the "Company"), considers it essential to the best interests of its stockholders to foster the continuous employment of key management personnel. In this connection, the Bo

GCP Applied Technologies Reports Preliminary Fourth Quarter and Full Year 2020 Results

EX-99.1 Exhibit 99.1 GCP Applied Technologies Reports Preliminary Fourth Quarter and Full Year 2020 Results Fourth Quarter 2020 - Preliminary • 4Q 2020 Net sales $243 million, down 6.0% • 4Q 2020 Gross margin 39.5%, an increase of 150 basis points • 4Q 2020 Loss from continuing operations attributable to GCP shareholders of $0.8 million Full Year 2020 - Preliminary • 2020 Net sales of $903 million

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 3, 2021 GCP Applied Technologies Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-37533 47-3936076 (State or Other Jurisdiction of Incorporation or Organizatio

- NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-CEN ? Form N-CSR For Period Ended: December 31, 2020 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): February 23, 2021 GCP Applied Technologies Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-37533 47-3936076 (State or Other Jurisdiction of Incorporation or Organiz

GCP Applied Technologies Analysis of Operations (unaudited) (In millions) Three Months Ended December 31, Year Ended December 31, 2020 2019 % Change 2020 2019 % Change Adjusted EBIT (non-GAAP) $ 27.2 $ 31.3 -13.1 % $ 92.6 $ 102.6 -9.8 % Gain on sale

EX-99.1 Exhibit 99.1 GCP Applied Technologies Announces Preliminary Results and Date Change for Q4 2020 Earnings Release CAMBRIDGE, Mass., February 23, 2021 — GCP Applied Technologies Inc. (NYSE:GCP), a leading global provider of construction products technologies, announces today its preliminary results and that it has changed the date of its fourth quarter 2020 earnings release to March 4, 2021

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 4)*

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 4)* Name of issuer: GCP Applied Technologies Inc. Title of Class of Securities: Common Stock CUSIP Number: 36164Y101 Date of Event Which Requires Filing of this Statement: December 31, 2020 Check the appropriate box to designate the rule pursuant to which this Schedule i

SC 13G/A

us36164y1010012621.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 5) GCP APPLIED TECHNOLOGIES INC - (Name of Issuer) Common Stock - (Title of Class of Securities) 36164Y101 - (CUSIP Number) December 31, 2020 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule p

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - 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): January 19, 2021 GCP Applied Technologies Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-37533 47-3936076 (State or Other Jurisdiction of Incorporation or Organiza

Offer Letter between GCP Applied Technologies Inc. and Michael Valente, dated as of January 13, 2021.

EX-10.1 Exhibit 10.1 January 13th, 2021 Michael W. Valente 5433 East Berneil Drive Paradise Valley, AZ 85253 Dear Michael: Welcome to GCP Applied Technologies! This offer letter specifies the terms of your employment with GCP Applied Technologies (“GCP” or the “Company”). If you agree with the terms of this offer letter, please sign this letter and the attached and incorporated Employee Confidenti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 01)* GCP Applied Technologies Inc. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class

Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 01)* GCP Applied Technologies Inc. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 36164Y101 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate b

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - 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): November 13, 2020 GCP Applied Technologies Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-37533 47-3936076 (State or Other Jurisdiction of Incorporation or Organiz

GCP Applied Technologies Reports Third Quarter 2020 Results

GCP Applied Technologies Reports Third Quarter 2020 Results •3Q20 Net sales $248.4 million down 7% •Gross Margin 40.8%, an increase of 140 basis points •Selling, general and administrative expenses $65.2 million, decreased 2% •3Q20 income from continuing operations attributable to GCP shareholders of $99.5 million including the gain on sale of GCP's Cambridge headquarters; Adjusted EBIT* of $35.1

Financial Statements and Exhibits, Results of Operations and Financial Condition - 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): November 6, 2020 GCP Applied Technologies Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-37533 47-3936076 (State or Other Jurisdiction of Incorporation or Organiza

GCP Applied Technologies Inc. Amended and Restated Equity Incentive Plan*

Exhibit 10.4*# GCP APPLIED TECHNOLOGIES INC. EQUITY AND INCENTIVE PLAN AS AMENDED AND RESTATED ON JULY 29, 2020 This document constitutes part of a prospectus covering securities that have been registered under the United States Securities Act of 1933, as amended. Exhibit 10.4*# GCP APPLIED TECHNOLOGIES INC. EQUITY AND INCENTIVE PLAN AS AMENDED AND RESTATED ON JULY 29, 2020 ARTICLE I PURPOSE 1.1 P

Lease, by and between GCP Applied Technologies Inc. and IQHQ-Alewife, LLC, with an effective date of July 31, 2020

Exhibit 10.2* LEASE Landlord: IQHQ-ALEWIFE, LLC, a Delaware limited liability company Tenant: GCP APPLIED TECHNOLOGIES INC., a Delaware corporation Property Address: The parcels known as 36-64 Whittemore Avenue, 1R-3R Alewife Brook Parkway, 53-59 Whittemore Avenue, 65-85 Whittemore Avenue, 91-99 Whittemore Avenue, and 115 Whittemore Avenue, Cambridge, Massachusetts 02140 Exhibit 10.2* TABLE OF CON

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 1-37533 GCP Applied Technologies Inc. Delaw

GCP Applied Technologies Inc. Form of Change in Control Severance Agreement

Exhibit 10.3*# GCP Applied Technologies Inc. 62 Whittemore Avenue Cambridge, MA 02140 , 2020 Name Address Dear : GCP Applied Technologies Inc., a Delaware corporation (the "Company"), considers it essential to the best interests of its stockholders to foster the continuous employment of key management personnel. In this connection, the Board of Directors of the Company (the "Board") recognizes tha

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - 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): October 26, 2020 GCP Applied Technologies Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-37533 47-3936076 (State or Other Jurisdiction of Incorporation or Organiza

GCP Applied Technologies Inc. 2020 Inducement Plan

EX-4.1 Exhibit 4.1 GCP APPLIED TECHNOLOGIES INC. 2020 INDUCEMENT PLAN This document constitutes part of a prospectus covering securities that have been registered under the United States Securities Act of 1933, as amended. GCP APPLIED TECHNOLOGIES INC. 2020 INDUCEMENT PLAN ARTICLE I PURPOSE 1.1 Purpose. The purpose of this GCP Applied Technologies Inc. 2020 Inducement Plan (the “Plan”) is to enabl

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - 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): October 1, 2020 GCP Applied Technologies Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-37533 47-3936076 (State or Other Jurisdiction of Incorporation or Organizat

GCP Applied Technologies Inc. Terms and Conditions of Restricted Stock Award

EX-4.3 Exhibit 4.3 GCP Applied Technologies Inc. 2020 Inducement Plan TERMS AND CONDITIONS OF RESTRICTED STOCK AWARD RESTRICTED STOCK AWARD (the “Award”) granted on October 1, 2020 (the “Grant Date”). 1. Grant of Restricted Stock. GCP Applied Technologies Inc. has granted to you Shares of Restricted Stock, subject to the provisions of these Terms and Conditions and the GCP Applied Technologies Inc

GCP Applied Technologies Inc. Terms and Conditions of Option Award

EX-4.2 Exhibit 4.2 GCP Applied Technologies Inc. 2020 Inducement Plan TERMS AND CONDITIONS OF OPTION AWARD OPTION AWARD granted on October 1, 2020 (the “Grant Date”). 1. Grant of Nonqualified Stock Option. GCP Applied Technologies Inc. has granted to you a Nonqualified Stock Option to purchase Shares, subject to the provisions of these Terms and Conditions and the GCP Applied Technologies Inc. 202

GCP Applied Technologies Grants Employment Inducement Awards

EX-99.1 Exhibit 99.1 GCP Applied Technologies Grants Employment Inducement Awards Cambridge, MA – October 5, 2020 - GCP Applied Technologies Inc. (NYSE: GCP), a leading specialty construction chemicals and building products company, today announced that, pursuant to Section 303A.08 of the New York Stock Exchange Listed Company Manual, it has granted employment inducement awards to Simon M. Bates,

- S-8

S-8 As filed with the Securities and Exchange Commission on October 1, 2020 Registration No.

GCP Applied Technologies 2020 Inducement Plan*

EX-99.1 Exhibit 99.1 GCP APPLIED TECHNOLOGIES INC. 2020 INDUCEMENT PLAN This document constitutes part of a prospectus covering securities that have been registered under the United States Securities Act of 1933, as amended. GCP APPLIED TECHNOLOGIES INC. 2020 INDUCEMENT PLAN ARTICLE I PURPOSE 1.1 Purpose. The purpose of this GCP Applied Technologies Inc. 2020 Inducement Plan (the “Plan”) is to ena

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - 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): September 11, 2020 GCP Applied Technologies Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-37533 47-3936076 (State or Other Jurisdiction of Incorporation or Organi

Employment Agreement between GCP Applied Technologies Inc. and Simon Bates, dated

EX-10.1 Exhibit 10.1 EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) is made between GCP Applied Technologies Inc., a Delaware corporation (the “Company”), and Simon Bates (the “Executive”). WHEREAS, the Company desires to employ the Executive and the Executive desires to be employed by the Company beginning on October 1, 2020 (the “Effective Date”) on the terms contained herein. NOW,

GCP Applied Technologies Announces Leadership Transition

EX-99.1 Exhibit 99.1 GCP Applied Technologies Announces Leadership Transition • Names Simon M. Bates as President and Chief Executive Officer, effective October 1st, 2020 Cambridge, MA – September 14, 2020 - GCP Applied Technologies Inc. (NYSE: GCP), a leading specialty construction chemicals and building products company, today announced that its Board of Directors has appointed Simon M. Bates as

GCP Applied Technologies Reports Second Quarter 2020 Results

GCP Applied Technologies Reports Second Quarter 2020 Results •2Q20 Net sales $195.

GCP Applied Technologies Appoints Craig A. Merrill as CFO

EX-99.1 2 d30396dex991.htm EX-99.1 Exhibit 99.1 GCP Applied Technologies Appoints Craig A. Merrill as CFO CAMBRIDGE, Mass., August 4, 2020 — GCP Applied Technologies Inc. (NYSE:GCP), a leading global provider of construction products technologies, today announced that Craig A. Merrill has been appointed as the Company’s permanent Chief Financial Officer, effective immediately. Mr. Merrill has serv

Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events - 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) July 30, 2020 GCP Applied Technologies Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-37533 47-3936076 (State or Other Jurisdiction of Incorporation or Organization

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - 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): July 29, 2020 GCP Applied Technologies Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-37533 47-3936076 (State or Other Jurisdiction of Incorporation or Organizatio

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 1-37533 GCP Applied Technologies Inc. Delaware 4

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

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): July 2, 2020 GCP Applied Technologies Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-37533 47-3936076 (State or Other Jurisdiction of Incorporation or Organization

GCP APPLIED TECHNOLOGIES ANNOUNCES $125 MILLION SALE OF CAMBRIDGE, MASSACHUSETTS HEADQUARTERS –GCP Applied Technologies sells property and will continue occupancy while evaluating relocation options —Property sale realizes significant value for GCP s

EX-99.1 Exhibit 99.1 GCP APPLIED TECHNOLOGIES ANNOUNCES $125 MILLION SALE OF CAMBRIDGE, MASSACHUSETTS HEADQUARTERS –GCP Applied Technologies sells property and will continue occupancy while evaluating relocation options —Property sale realizes significant value for GCP shareholders CAMBRIDGE, MA – July 8, 2020 – Today, GCP Applied Technologies, a leading construction products technology company, a

Real Estate Purchase and Sale Agreement by and between GCP Applied Technologies Inc. and IQHQ, L.P. with an effective date of July 2, 2020

EX-10.1 Exhibit 10.1 REAL ESTATE PURCHASE AND SALE AGREEMENT BETWEEN GCP APPLIED TECHNOLOGIES INC. AND IQHQ, L.P. CONCERNING PROPERTY COMMONLY KNOWN AS 36-64 WHITTEMORE AVENUE, 53-59 WHITTEMORE AVENUE, 65-85 WHITTEMORE AVENUE, 91-99 WHITTEMORE AVENUE, 115 WHITTEMORE AVENUE, AND 1R-3R ALEWIFE BROOK PARKWAY, CAMBRIDGE, MASSACHUSETTS TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS 1 Section 1.1 Definiti

Submission of Matters to a Vote of Security Holders

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): May 28, 2020 GCP Applied Technologies Inc. (Exact name of registrant as specified in its charter) Delaware 1-37533 47-3936076 (State or other jurisdiction of incorporation) (Commissio

GCP / GCP Applied Technologies Inc. / GAMCO INVESTORS, INC. ET AL Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3) GCP Applied Technologies, Inc. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 36164Y101 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Telephone

GCP / GCP Applied Technologies Inc. / Starboard Value LP - AMENDMENT NO. 5 TO THE SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 5)1 GCP Applied Technologies Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 36164Y101 (CUSIP Number) JEFFREY

JOINT FILING AGREEMENT

Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of Common Stock, par value $0.01 per share, of GCP Applied Technologies Inc. This Joint Fili

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confide

May 22, 2020

May 22, 2020 VIA EDGAR SUBMISSION AND COURIER Mr. Perry J. Hindin Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-3561 Re: GCP Applied Technologies Inc. Definitive Additional Materials on Schedule 14A Filed on May 20, 2020 File No. 001-37533 Dear Mr. Hindin: This letter is in response to the comments contained in the Staff?s comment lett

- DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

LETTER

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 DIVISION OF CORPORATION FINANCE May 21, 2020 Via Email Viktor Sapezhnikov, Esq. Wachtell, Lipton, Rosen & Katz 51 West 52nd Street New York, NY 10019 Re: GCP Applied Technologies Inc. Definitive Additional Materials on Schedule 14A Filed on May 20, 2020 File No. 001-37533 Dear Mr. Sapezhnikov: We have reviewed the filings abov

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confide

- DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

- DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

May 19, 2020

May 19, 2020 VIA EDGAR SUBMISSION Mr. Valian Afshar Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-3561 Re: GCP Applied Technologies Inc. Definitive Additional Soliciting Materials on Schedule 14A Filed on May 18, 2020 File No. 001-37533 Dear Mr. Afshar: This letter is in response to a telephone conversation with Mr. Afshar on May 18, 2

- DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

- DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confide

- DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

- DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

- DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confide

- DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

- DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

- DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

- EXHIBIT 1

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- DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confide

- DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 1-137533 GCP Applied Technologies Inc. Delaware

GCP Applied Technologies Reports First Quarter 2020 Results

GCP Applied Technologies Reports First Quarter 2020 Results •Continued positive momentum with 1Q20 results exceeding previous guidance •Well-positioned to navigate COVID-19 pandemic with strong balance sheet and ample liquidity •1Q20 Net sales in North America up 5.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) May 6, 2020 GCP APPLIED TECHNOLOGIES INC.

LETTER

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 DIVISION OF CORPORATION FINANCE May 5, 2020 Via Email Jeffrey C. Smith Starboard Value LP 777 Third Avenue, 18th Floor New York, New York 10017 Re: GCP Applied Technologies Inc. Definitive Additional Materials on Schedule 14A Filed by Starboard Value LP et al. on April 30, 2020 File No. 001-37533 Dear Mr. Smith: We have review

- DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

- DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

- DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

- DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

- DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confide

EXHIBIT 1: INVESTOR PRESENTATION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Ame

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confide

April 28, 2020

Exhibit 2 April 28, 2020 Board of Directors GCP Applied Technologies Inc. 62 Whittemore Avenue Cambridge, Massachusetts 02140 Dear Members of the Board: As you know, 40 North Management LLC and Standard Industries Inc. have been shareholders of GCP Applied Technologies Inc. (“GCP” or the “Company”) for over four years and today collectively we are the single largest shareholder, holding 17.8 milli

AGREEMENT JOINT FILING OF SCHEDULE 13D

Exhibit 1 AGREEMENT JOINT FILING OF SCHEDULE 13D The undersigned hereby agree to jointly prepare and file with regulatory authorities this Schedule 13D and any future amendments thereto reporting each of the undersigned’s ownership of securities of GCP Applied Technologies Inc.

GCP / GCP Applied Technologies Inc. / 40 North Management LLC - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Amendment No. 6)* Under the Securities Exchange Act of 1934 GCP APPLIED TECHNOLOGIES INC. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 36164Y101 (CUSIP Number) David J. Millstone David S. Winter Standard Industries Inc. 1 Campus Drive Parsippany, New Jersey 07054 (973) 6

GCP / GCP Applied Technologies Inc. DEFA14A - - DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

GCP / GCP Applied Technologies Inc. DEFA14A - - DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

GCP / GCP Applied Technologies Inc. DFRN14A - -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. 2) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confid

GCP Applied Technologies Provides Expected Results for First Quarter 2020

EX-99.1 Exhibit 99.1 GCP Applied Technologies Provides Expected Results for First Quarter 2020 • 1Q20 Adjusted EPS* expected to increase approximately 29% year-over-year • 1Q20 Adjusted EBIT* expected to exceed guidance and grow approximately 17% year-over-year • 1Q20 Adjusted EBIT Margin* expected to expand to approximately 6.5% from 5.3% in 1Q19 • Specialty Construction Chemicals profitability e

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 reported event): April 15, 2020 GCP APPLIED TECHNOLOGIES INC.

GCP / GCP Applied Technologies Inc. DEFA14A - - DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

GCP / GCP Applied Technologies Inc. DEFC14A - - DEFC14A

DEFC14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

GCP / GCP Applied Technologies Inc. DEFA14A - - DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

GCP / GCP Applied Technologies Inc. PRER14A - - PRER14A

PRER14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

51 WEST 52ND STREET NEW YORK, N.Y. 10019-6150 TELEPHONE: (212) 403 -1000 FACSIMILE: (212) 403 -2000

WACHTELL, LIPTON, ROSEN & KATZ MARTIN LIPTON HERBERT M. WACHTELL THEODORE N. MIRVIS EDWARD D. HERLIHY DANIEL A. NEFF ANDREW R. BROWNSTEIN MARC WOLINSKY STEVEN A. ROSENBLUM JOHN F. SAVARESE SCOTT K. CHARLES JODI J. SCHWARTZ ADAM O. EMMERICH RALPH M. LEVENE RICHARD G. MASON DAVID M. SILK ROBIN PANOVKA DAVID A. KATZ ILENE KNABLE GOTTS JEFFREY M. WINTNER TREVOR S. NORWITZ BEN M. GERMANA ANDREW J. NUSS

GCP / GCP Applied Technologies Inc. DFRN14A - -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confid

GCP / GCP Applied Technologies Inc. PREC14A - - PREC14A

PREC14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

LETTER

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 DIVISION OF CORPORATION FINANCE April 6, 2020 Via Email Viktor Sapezhnikov, Esq. Wachtell, Lipton, Rosen & Katz 51 West 52nd Street New York, NY 10019 Re: GCP Applied Technologies Inc. Preliminary Proxy Statement on Schedule 14A Filed on April 3, 2020 File No. 001-37533 Dear Mr. Sapezhnikov: We have reviewed the filing above a

April 6, 2020

April 6, 2020 VIA EDGAR SUBMISSION AND COURIER Mr. Perry J. Hindin Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-3561 Re: GCP Applied Technologies Inc. Soliciting Material filed pursuant to Exchange Act Rule 14a-12 Filed on March 4, 2020 File No. 001-37533 Dear Mr. Hindin: This letter is in response to the comment contained in the Staf

GCP / GCP Applied Technologies Inc. DEFA14A - - DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

GCP / GCP Applied Technologies Inc. DEFA14A - - DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

GCP / GCP Applied Technologies Inc. DEFA14A - - DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

GCP / GCP Applied Technologies Inc. DEFA14A - - DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

GCP / GCP Applied Technologies Inc. DEFA14A - - DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

GCP / GCP Applied Technologies Inc. PRE 14A - - PRE 14A

PRE 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

GCP / GCP Applied Technologies Inc. DEFC14A - -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of

GCP / GCP Applied Technologies Inc. DFAN14A - -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confide

GCP / GCP Applied Technologies Inc. / Starboard Value LP - AMENDMENT NO. 4 TO THE SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 4)1 GCP Applied Technologies Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 36164Y101 (CUSIP Number) JEFFREY

AMENDED AND RESTATED JOINT FILING AND SOLICITATION AGREEMENT

Exhibit 99.1 AMENDED AND RESTATED JOINT FILING AND SOLICITATION AGREEMENT WHEREAS, certain of the undersigned are stockholders, direct or beneficial, of GCP Applied Technologies Inc., a Delaware corporation (the “Company”); WHEREAS, Starboard Value and Opportunity Master Fund Ltd, a Cayman Islands exempted company (“Starboard V&O Fund”), Starboard Value and Opportunity S LLC, a Delaware limited li

GCP Applied Technologies Provides Update on Financial Position and First Quarter Earnings

EX-99.1 Exhibit 99.1 GCP Applied Technologies Provides Update on Financial Position and First Quarter Earnings Cambridge, MA – March 31, 2020 - GCP Applied Technologies Inc. (NYSE: GCP), a leading global provider of construction products technologies, today provided an update on its earnings expectations for the first quarter of 2020. The Company also highlighted its strong balance sheet and signi

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 reported event): March 31, 2020 GCP APPLIED TECHNOLOGIES INC.

GCP Applied Technologies Inc. Amends Existing Stockholder Rights Plan Will Bring Plan to Stockholder Vote at 2020 Annual Meeting Plan Does Not Apply to Fully-Financed Tender or Exchange Offers that Treat All Stockholders Equally

EX-99.1 Exhibit 99.1 GCP Applied Technologies Inc. Amends Existing Stockholder Rights Plan Will Bring Plan to Stockholder Vote at 2020 Annual Meeting Plan Does Not Apply to Fully-Financed Tender or Exchange Offers that Treat All Stockholders Equally CAMBRIDGE, Mass., March 13, 2020 — GCP Applied Technologies Inc. (NYSE: GCP) (“GCP”) announced today that its Board of Directors has approved an amend

Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 reported event): March 13, 2020 GCP APPLIED TECHNOLOGIES INC.

GCP / GCP Applied Technologies Inc. PRRN14A - -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confid

First Amendment to Rights Agreement, dated as of March 13, 2020, between GCP Applied Technologies Inc. and Equiniti Trust Company.

EX-4.1 Exhibit 4.1 FIRST AMENDMENT TO RIGHTS AGREEMENT THIS FIRST AMENDMENT TO RIGHTS AGREEMENT (this “Amendment”), dated as of March 13, 2020, by and between GCP Applied Technologies Inc., a Delaware corporation (the “Company”), and Equiniti Trust Company, as rights agent (the “Rights Agent”), amends the Rights Agreement, dated as of March 15, 2019, between the Company and the Rights Agent (the “

First Amendment to Rights Agreement, dated as of March 13, 2020, between GCP Applied Technologies Inc. and Equiniti Trust Company (incorporated herein by reference to Exhibit 4.1 to GCP’s Current Report on Form 8-K filed on March 13, 2020).

EX-4.1 Exhibit 4.1 FIRST AMENDMENT TO RIGHTS AGREEMENT THIS FIRST AMENDMENT TO RIGHTS AGREEMENT (this “Amendment”), dated as of March 13, 2020, by and between GCP Applied Technologies Inc., a Delaware corporation (the “Company”), and Equiniti Trust Company, as rights agent (the “Rights Agent”), amends the Rights Agreement, dated as of March 15, 2019, between the Company and the Rights Agent (the “

GCP / GCP Applied Technologies Inc. 8-A12B/A - - 8-A12B/A

8-A12B/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A/A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 GCP APPLIED TECHNOLOGIES INC. (Exact Name of Registrant as Specified in its Charter) Delaware 47-3936076 (State of Incorporation or Organization) (IRS Employer Identification Number) 62 Whittemore Ave

GCP / GCP Applied Technologies Inc. DEFA14A - - DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 reported event): March 13, 2020 GCP APPLIED TECHNOLOGIES INC.

GCP / GCP Applied Technologies Inc. / Starboard Value LP - AMENDMENT NO. 3 TO THE SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 3)1 GCP Applied Technologies Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 36164Y101 (CUSIP Number) JEFFREY

LETTER

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 DIVISION OF CORPORATION FINANCE March 5, 2020 Via Email Jeffrey C. Smith Starboard Value LP 777 Third Avenue, 18th Floor New York, New York 10017 Re: GCP Applied Technologies Inc. Preliminary Proxy Statement on Schedule 14A Filed by Starboard Value LP et al. on February 28, 2020 File No. 001-37533 Soliciting Material filed pur

LETTER

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 DIVISION OF CORPORATION FINANCE March 5, 2020 Via Email Viktor Sapezhnikov, Esq. Wachtell, Lipton, Rosen & Katz 51 West 52nd Street New York, NY 10019 Re: GCP Applied Technologies Inc. Soliciting Material filed pursuant to Exchange Act Rule 14a-12 Filed on March 4, 2020 File No. 001-37533 Dear Mr. Sapezhnikov: We have reviewed

GCP / GCP Applied Technologies Inc. DEFA14A - - DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

GCP / GCP Applied Technologies Inc. DEFA14A - - DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

GCP / GCP Applied Technologies Inc. DEFA14A - - DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

GCP / GCP Applied Technologies Inc. DFAN14A - -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confide

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) February 24, 2020 GCP APPLIED TECHNOLOGIES INC.

GCP / GCP Applied Technologies Inc. PREC14A - -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confide

Annual Report - 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended 12/31/2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 1-137533 GCP Applied Technologies Inc. Delaware 47-3936076

Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934.

Exhibit 4.4 Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 The following is a summary of the material terms governing the securities of GCP Applied Technologies Inc. (“GCP” or the “Company”) registered pursuant to Section 12 of the Securities Exchange Act of 1934 and contained in the amended and restated certificate of incorporation of the Compan

Form of GCP Applied Technologies Inc. Change in Control Agreement for Executive Officers appointed on or after September 18, 2019.

Exhibit 10.32 GCP Applied Technologies Inc. 62 Whittemore Avenue Cambridge, MA 02140 CONFIDENTIAL Date , 2019 Name Address Dear : GCP Applied Technologies Inc., a Delaware corporation (the "Company"), considers it essential to the best interests of its stockholders to foster the continuous employment of key management personnel. In this connection, the Board of Directors of the Company (the "Board

List of Subsidiaries of GCP Applied Technologies Inc.

Exhibit 21 GCP APPLIED TECHNOLOGIES INC. U.S. SUBSIDIARIES SUBSIDIARY NAME STATE OF INCORPORATION AP Chem Incorporated MD Construction Products Dubai, Inc. DE Darex Puerto Rico, Inc. DE De Neef Construction Chemicals (US) Inc. TX Dewey and Almy, LLC DE GCP International Inc. DE GCP Chemicals Inc. DE GCP Europe Inc. DE Hanover Square Corporation DE Verifi LLC DE Water Street Corporation DE 1 Exhibi

James E. Thompson Letter Agreement dated February 19, 2019*

Exhibit 10.31 GCP Applied Technologies Inc. 62 Whittemore Avenue Cambridge, MA 02140 Greg E. Poling Chief Executive Officer GCP Applied Technology February 19, 2019 James E. Thompson 12 Blueberry Circle Andover, MA 01810 Dear James, Welcome to GCP Applied Technologies! This letter of agreement specifies the terms of your employment with GCP Applied Technologies (GCP). If you agree with the terms o

GCP Applied Technologies Reports Fourth Quarter and Full Year 2019 Results

GCP Applied Technologies Reports Fourth Quarter and Full Year 2019 Results • Delivered full-year 2019 results in-line with outlook • Drove fourth consecutive quarter of significantly increased profitability for Specialty Construction Chemicals • Advanced restructuring programs resulting in $16 million decrease in selling, general and administrative expenses in 2019 • Continued to grow net cash provided by continuing operations and Adjusted Free Cash Flow* in 2019 • 2019 Net sales of $1.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) February 26, 2020 GCP APPLIED TECHNOLOGIES INC.

GCP / GCP Applied Technologies Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 3)* Name of issuer: GCP Applied Technologies Inc Title of Class of Securities: Common Stock CUSIP Number: 36164Y101 Date of Event Which Requires Filing of this Statement: December 31, 2019 Check the appropriate box to designate the rule pursuant to which this Schedule is

GCP / GCP Applied Technologies Inc. / BlackRock Inc. Passive Investment

us36164y1010020320.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 4) GCP APPLIED TECHNOLOGIES INC - (Name of Issuer) Common Stock - (Title of Class of Securities) 36164Y101 - (CUSIP Number) December 31, 2019 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule p

GCP / GCP Applied Technologies Inc. / JP Morgan Chase & Co - FILING GCP APPLIED TECHNOLOGIES INC. Passive Investment

Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* GCP Applied Technologies Inc. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 36164Y101 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box

GCP / GCP Applied Technologies Inc. DEFA14A - - DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

GCP / GCP Applied Technologies Inc. DEFA14A - - DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

GCP / GCP Applied Technologies Inc. DFAN14A - -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of The Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☒ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confide

GCP / GCP Applied Technologies Inc. / Starboard Value LP - EX. 99.1 - LETTER TO BOARD OF DIRECTORS, DATED JANUARY 13, 2020 Activist Investment

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GCP / GCP Applied Technologies Inc. DEFA14A - - DEFA14A

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro

GCP / GCP Applied Technologies Inc. / Starboard Value LP - AMENDMENT NO. 2 TO THE SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 2)1 GCP Applied Technologies Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 36164Y101 (CUSIP Number) JEFFREY

STARBOARD VALUE AND OPPORTUNITY MASTER FUND LTD c/o Starboard Value LP 777 Third Avenue, 18th Floor New York, New York 10017

EX-99.3 4 ex993to13da206297245011320.htm FORM OF INDEMNIFICATION LETTER AGREEMENT Exhibit 99.3 STARBOARD VALUE AND OPPORTUNITY MASTER FUND LTD c/o Starboard Value LP 777 Third Avenue, 18th Floor New York, New York 10017 January , 2020 Re: GCP Applied Technologies Inc. Dear : Thank you for agreeing to serve as a nominee for election to the Board of Directors of GCP Applied Technologies Inc. (the “C

JOINT FILING AND SOLICITATION AGREEMENT

Exhibit 99.2 JOINT FILING AND SOLICITATION AGREEMENT WHEREAS, certain of the undersigned are stockholders, direct or beneficial, of GCP Applied Technologies Inc., a Delaware corporation (the “Company”); WHEREAS, Starboard Value and Opportunity Master Fund Ltd, a Cayman Islands exempted company (“Starboard V&O Fund”), Starboard Value and Opportunity S LLC, a Delaware limited liability company (“Sta

POWER OF ATTORNEY

Exhibit 99.5 POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints Jeffrey C. Smith and Peter A. Feld, or either of them, the undersigned’s true and lawful attorney-in-fact to take any and all action in connection with (i) the undersigned’s beneficial ownership of, or participation in a group with respect to, securities of GCP Applied Technologies Inc.

STARBOARD VALUE AND OPPORTUNITY MASTER FUND LTD c/o Starboard Value LP 777 Third Avenue, 18th Floor New York, New York 10017

EX-99.4 5 ex994to13da206297245011320.htm FORM OF COMPENSATION LETTER AGREEMENT Exhibit 99.4 STARBOARD VALUE AND OPPORTUNITY MASTER FUND LTD c/o Starboard Value LP 777 Third Avenue, 18th Floor New York, New York 10017 January , 2020 Dear : This letter sets forth our mutual agreement with respect to compensation to be paid to you for your agreement to be named and serve as a nominee of a group of in

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) December 3, 2019 GCP APPLIED TECHNOLOGIES INC.

GCP Applied Technologies Announces Retirement of Gregory E. Poling Elizabeth Mora Appointed Independent Chairman

EX-99.1 Exhibit 99.1 GCP Applied Technologies Announces Retirement of Gregory E. Poling Elizabeth Mora Appointed Independent Chairman CAMBRIDGE, Mass., December 3, 2019 - GCP Applied Technologies Inc. (NYSE:GCP) (“GCP” or the “Company”), a leading global provider of construction products technologies, today announced that Gregory E. Poling, Executive Chairman of GCP’s Board of Directors (the “Boar

GCP Applied Technologies Reports Third Quarter 2019 Results

GCP Applied Technologies Reports Third Quarter 2019 Results • Performing to plan and reaffirming full-year 2019 guidance • 3Q19 Net sales down 9.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) November 6, 2019 GCP APPLIED TECHNOLOGIES INC.

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 1-137533 GCP Applied Technologies Inc. Dela

GCP / GCP Applied Technologies Inc. / BlackRock Inc. Passive Investment

us36164y1010100919.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 3) GCP APPLIED TECHNOLOGIES INC - (Name of Issuer) Common Stock - (Title of Class of Securities) 36164Y101 - (CUSIP Number) September 30, 2019 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) September 30, 2019 GCP APPLIED TECHNOLOGIES INC.

GCP Applied Technologies Announces Chief Financial Officer Transition Appoints Craig A. Merrill as Interim CFO Reaffirms Guidance for Full-Year 2019

EX-99.1 Exhibit 99.1 GCP Applied Technologies Announces Chief Financial Officer Transition Appoints Craig A. Merrill as Interim CFO Reaffirms Guidance for Full-Year 2019 CAMBRIDGE, Mass. – October 2, 2019 – GCP Applied Technologies Inc. (NYSE:GCP) (“GCP”), a leading global provider of construction products technologies, announced today that Dean P. Freeman, Vice President and Chief Financial Offic

GCP / GCP Applied Technologies Inc. / Starboard Value LP - AMENDMENT NO. 1 TO THE SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 1)1 GCP Applied Technologies Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 36164Y101 (CUSIP Number) JEFFREY

Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 1-137533 GCP Applied Technologies Inc. Delaware

Gregory E. Poling Letter Agreement dated June 27, 2019

EXHIBIT 10.2 Compensation Terms Gregory E. Poling Appointment as Executive Chairman of the Board of Directors Effective as of August 1, 2019 your role and compensation will change. Element Current Effective August 1st Role Chief Executive Officer Executive Chairman of the Board of Directors Base Salary $800,000 $600,000 Target Bonus* 100% 100% *Bonus at end of year would be prorated based on time

Randall S. Dearth Letter Agreement dated June 27, 2019

EXHIBIT 10.1 Compensation Terms Randall S. Dearth Appointment as Chief Executive Officer and member of the Board of Directors Effective as of August 1, 2019 your role and compensation will change. Element Current Effective August 1st Role President and Chief Operating Officer Chief Executive Officer Base Salary $690,000 $775,000 Target Bonus* 85% 100% Long Term Incentive Award ** $1,300,000 $2,000

Financial Statements and Exhibits, Costs Associated with Exit or Disposal Activities, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) August 6, 2019 GCP APPLIED TECHNOLOGIES INC.

GCP Applied Technologies Reports Second Quarter 2019 Results

GCP Applied Technologies Reports Second Quarter 2019 Results • 2Q19 Net sales down 13.

GCP / GCP Applied Technologies Inc. / GAMCO INVESTORS, INC. ET AL Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2) GCP Applied Technologies, Inc. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 36164Y101 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Telephone

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) June 27, 2019 GCP APPLIED TECHNOLOGIES INC.

GCP Applied Technologies Announces Leadership Transition Randall S. Dearth Appointed as CEO Gregory E. Poling Named Executive Chairman Elizabeth Mora Named Lead Independent Director

EX-99.1 Exhibit 99.1 GCP Applied Technologies Announces Leadership Transition Randall S. Dearth Appointed as CEO Gregory E. Poling Named Executive Chairman Elizabeth Mora Named Lead Independent Director CAMBRIDGE, Mass., July 1, 2019 – The Board of Directors of GCP Applied Technologies Inc. (NYSE:GCP) (“GCP”), a leading global provider of construction products technologies, announced today a leade

GCP / GCP Applied Technologies Inc. CERT - - NYSE CERTIFICATION FILING

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Financial Statements and Exhibits, Other Events

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) June 18, 2019 GCP APPLIED TECHNOLOGIES INC.

GCP Applied Technologies Provides Shareholder Update

EX-99.1 Exhibit 99.1 GCP Applied Technologies Provides Shareholder Update CAMBRIDGE, Mass., June 18, 2019 – The Board of Directors of GCP Applied Technologies Inc. (NYSE:GCP) (“GCP”), a leading global provider of construction products technologies, today issued an open letter to GCP shareholders regarding the conclusion of its previously announced strategic review process. The full text of the let

[The remainder of this page intentionally left blank]

EX-10.1 Exhibit 99.1 AGREEMENT This Agreement (this “Agreement”) is made and entered into as of March 11, 2019, by and among GCP Applied Technologies Inc. (the “Company”) and the entities and natural persons set forth in the signature pages hereto (collectively, “Starboard”) (each of the Company and Starboard, a “Party” to this Agreement, and collectively, the “Parties”). RECITALS WHEREAS, the Com

GCP / GCP Applied Technologies Inc. / Starboard Value LP - THE SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. )1 GCP Applied Technologies Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 36164Y101 (CUSIP Number) JEFFREY C

JOINT FILING AGREEMENT

Exhibit 99.2 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the Common Stock, $0.01 par value per share, of GCP Applied Technologies Inc. This Joint Filing Agreeme

POWER OF ATTORNEY

Exhibit 99.3 POWER OF ATTORNEY The undersigned hereby appoints Jeffrey C. Smith, Peter A. Feld and Kenneth R. Marlin, or any of them, his true and lawful attorney-in fact and agent to execute and file with the Securities and Exchange Commission any Schedule 13D, Schedule 13G, Form 3, Form 4, Form 5, any settlement agreement, any amendments to any of the foregoing and any related documentation whic

GCP / GCP Applied Technologies Inc. / GAMCO INVESTORS, INC. ET AL Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) GCP Applied Technologies, Inc. (Name of Issuer) Common Stock, $0.01 par value per share (Title of Class of Securities) 36164Y101 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Telephone

GCP / GCP Applied Technologies Inc. TEXT-EXTRACT - -

May 15, 2019 Dean Freeman Chief Financial Officer GCP Applied Technologies Inc. 62 Whittemore Avenue Cambridge, MA 02140-1623 Re: GCP Applied Technologies Inc. Form 10-K for Fiscal Year Ended December 21, 2018 Filed February 27, 2019 File No. 001-137533 Dear Mr. Freeman: We have completed our review of your filing. We remind you that the company and its management are responsible for the accuracy

LETTER

May 15, 2019 Dean Freeman Chief Financial Officer GCP Applied Technologies Inc. 62 Whittemore Avenue Cambridge, MA 02140-1623 Re: GCP Applied Technologies Inc. Form 10-K for Fiscal Year Ended December 21, 2018 Filed February 27, 2019 File No. 001-137533 Dear Mr. Freeman: We have completed our review of your filing. We remind you that the company and its management are responsible for the accuracy