Form 8-K - Current report

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 7, 2024

_________________________________

ALBEMARLE CORPORATION

(Exact name of registrant as specified in charter)

_________________________________

Virginia

001-12658

54-1692118

(State or other jurisdiction
of incorporation)

(Commission
File Number)

(IRS Employer
Identification No.)

4250 Congress Street, Suite 900

Charlotte, North Carolina 28209

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (980) 299-5700

Not applicable

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

_________________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

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

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

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

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

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol

Name of each exchange on which registered

COMMON STOCK, $.01 Par Value

ALB

New York Stock Exchange

DEPOSITARY SHARES, each representing a 1/20th interest in a share of 7.25% Series A Mandatory Convertible Preferred Stock

ALB PR A

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).


Emerging growth company			☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On October 7, 2024, in connection with the implementation of the new operating structure described in Item 7.01 below, Kristin Coleman will cease serving as Executive Vice President, General Counsel and Corporate Secretary of Albemarle Corporation (the “Company”), and her last day of employment will be November 4, 2024. Ms. Coleman’s separation meets the definition of a qualifying termination under the Company’s severance program applicable to its named executive officers (other than its Chief Executive Officer) and under the standard terms of the Company’s equity awards. As a result, Ms. Coleman will be eligible to receive certain payments and benefits following her separation in accordance therewith.

In addition, in connection with the implementation of such new operating structure, John C. Barichivich III will cease serving as Vice President, Corporate Controller and Chief Accounting Officer of the Company effective upon the appointment of his successor, and his last day of employment will be December 31, 2024. Mr. Barichivich will be entitled to severance under the Albemarle Corporation Severance Pay Plan, and his separation meets the definition of a qualifying termination under the standard terms of the Company’s equity awards. As a result, Mr. Barichivich will be eligible to receive certain payments and benefits following his separation in accordance therewith.

Item 7.01. Submission of Matters to a Vote of Security Holders.

On October 7, 2024, the Company issued a press release announcing a new operating structure that will transition from two core global units to a fully integrated functional model designed to increase agility, deliver significant cost savings and maintain long-term competitiveness. A copy of the press release is filed as Exhibit 99.1 hereto and incorporated herein by reference.

The information in this Item 7.01, including Exhibit 99.1, is furnished pursuant to Item 7.01 of Form 8-K and shall not be deemed “filed” for the purposes of Section 18 of the Exchange Act or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

Cautionary Statement Regarding Forward-Looking Statements

This Current Report on Form 8-K contains statements concerning Albemarle’s and its subsidiaries’ expectations, anticipations, intentions, beliefs, or strategies regarding the future, which constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements, which are based on assumptions that we have made as of the date of this Current Report on Form 8-K and are subject to known and unknown risks and uncertainties that could cause actual results, conditions and events to differ materially from those anticipated, often contain words such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “should,” “would,” “will” and variations of such words and similar expressions. Factors that could cause actual results to differ materially from the outlook expressed or implied in any forward-looking statement include, without limitation those factors detailed in the reports Albemarle files with the SEC, including those described under “Risk Factors” in Albemarle’s Annual Report on Form 10-K and Quarterly Reports on Form 10-Q, which are available on the investor section of our website (investors.albemarle.com). These forward-looking statements speak only as of the date of this Current Report on Form 8-K. Albemarle assumes no obligation to provide any revisions to any forward-looking statements should circumstances change, except as otherwise required by securities and other applicable laws.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.


Exhibit
Number						Exhibit
99.1						Press release, dated October 7, 2024, issued by the Company
104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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


	ALBEMARLE CORPORATION

Date: October 7, 2024	By:	/s/ Neal R. Sheorey
		Neal R. Sheorey
		Executive Vice President and Chief Financial Officer

Exhibit 99.1

Albemarle Announces New Operating Structure to Increase Agility, Drive Cost Efficiencies and Maintain Long-Term Competitiveness

Decision marks next step in comprehensive review of cost and operating structure

CHARLOTTE, N.C., Oct. 7, 2024 – Albemarle Corporation (NYSE: ALB), a global leader in providing essential elements for mobility, energy, connectivity and health, today announced the company’s new operating structure to adapt to dynamic market conditions.

Albemarle’s operating structure will transition from two core global business units – Energy Storage and Specialties – to a fully integrated functional model designed to increase agility, deliver significant cost savings and maintain long-term competitiveness. The move is the next step in the company’s comprehensive review of its cost and operating structure.

As part of this change, effective Nov. 1:

•Specialties Business President Netha Johnson will become chief operations officer and continues to report to Chairman and CEO Kent Masters. In this role, he will lead global manufacturing, research and technology, capital projects and process chemistry execution. Johnson joined Albemarle in 2018 and has more than 25 years of experience in global manufacturing, leadership and general management.

•Energy Storage Business President Eric Norris will become chief commercial officer and continues to report to Masters. In this role, he will oversee enterprise product management, sales and commercial excellence. Norris joined Albemarle in 2018 and has more than 25 years of experience in strategy, corporate development and general management.

“The long-term growth potential of our industry is significant, and this structure enables Albemarle to take greater advantage of our world-class resources, global conversion network and process chemistry expertise while driving to a lower-cost structure,” said Masters. “As our industry evolves, our new operating structure is designed to flex with the complexities of our markets, improve customer centricity and cost-effectively strengthen our core capabilities to maintain our leadership position.”

In addition, the following leaders will report to Masters:

•Melissa Anderson will become chief transformation officer, effective Nov. 1, which reflects her current oversight of people, strategy and transformation.

•Stacy Grant will become general counsel, corporate secretary and chief compliance officer, effective immediately, and succeeds Kristin Coleman, who is leaving the company. Grant joined Albemarle in 2023 and previously served as vice president & deputy general counsel, global corporate affairs.

•Cynthia Lima remains chief external affairs and communications officer and will add oversight responsibility for product stewardship.

•Mark Mummert will become chief capital, resources and integrated supply chain officer, effective Nov. 1, which includes expanded responsibility for resources, joint venture management, customer service and operational excellence.

•Neal Sheorey remains chief financial officer and will add oversight responsibilities for information technology, global business services and real estate.

•Michael Simmons remains president of Ketjen, a wholly owned subsidiary.

Albemarle will continue to report results across its three existing operating segments: Energy Storage, Specialties and Ketjen. During a conference call to discuss its third-quarter 2024 results, Albemarle will provide a further update on its cost and operating structure, including estimated financial impacts. The call is scheduled for Nov. 7 at 8 a.m. ET.

About Albemarle
Albemarle Corporation (NYSE: ALB) leads the world in transforming essential resources into critical ingredients for mobility, energy, connectivity and health. We partner to pioneer new ways to move, power, connect and protect with people and planet in mind. A reliable and high-quality global supply of lithium and bromine allows us to deliver advanced solutions for our customers. Learn more about how the people of Albemarle are enabling a more resilient world at Albemarle.com, LinkedIn and on X (formerly known as Twitter) @AlbemarleCorp.

Albemarle regularly posts information to www.albemarle.com, including notification of events, news, financial performance, investor presentations and webcasts, non-GAAP reconciliations, U.S. Securities and Exchange Commission filings and other information regarding the company, its businesses and the markets it serves.

Forward-Looking Statements

This press release contains statements concerning our expectations, anticipations, intentions, beliefs or strategies regarding the future, which constitute forward- looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements, which are based on assumptions that we have made as of the date hereof and are subject to known and unknown risks and uncertainties that could cause actual results, conditions and events to differ materially from those anticipated, often contain words such as "anticipate," "believe," "could," "estimate," "expect," "focus," "intend," "may," "should," "would," "will" and variations of such words and similar expressions. Forward-looking statements may include, without limitation, statements regarding future or expected: operating structure, cost savings, long-term competitiveness, industry growth potential, market conditions, and all other information relating to matters that are not historical facts. Factors that could cause our actual results to differ materially from the outlook expressed or implied in any forward-looking statement include, without limitation: changes in economic and business conditions; adverse changes in liquidity or financial or operating performance; fluctuations in lithium market prices, and the other factors detailed from time to time in the reports we file with the U.S. Securities and Exchange Commission, including those described under "Risk Factors" in our Annual Report on Form 10-K and our Quarterly Reports on Form 10-Q. These forward-looking statements speak only as of the date of this press release. We assume no obligation to provide any revisions to any forward-looking statements should circumstances change, except as otherwise required by securities and other applicable laws.

Media Contact: Peter Smolowitz, +1 (980) 308-6310, media@albemarle.com

Investor Relations Contact: +1 (980) 299-5700, invest@albemarle.com

Cover Document	Oct. 07, 2024
Cover [Abstract]
Document Type	8-K
Document Period End Date	Oct. 07, 2024
Entity Registrant Name	ALBEMARLE CORPORATION
Entity Incorporation, State or Country Code	VA
Entity File Number	001-12658
Entity Tax Identification Number	54-1692118
Entity Address, Address Line One	4250 Congress Street, Suite 900
Entity Address, City or Town	Charlotte
Entity Address, State or Province	NC
Entity Address, Postal Zip Code	28209
City Area Code	980
Local Phone Number	299-5700
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Amendment Flag	false
Entity Central Index Key	0000915913
Common Stock
Cover [Abstract]
Title of 12(b) Security	COMMON STOCK, $.01 Par Value
Trading Symbol	ALB
Security Exchange Name	NYSE
Document Information [Line Items]
Title of 12(b) Security	COMMON STOCK, $.01 Par Value
Trading Symbol	ALB
Security Exchange Name	NYSE
Series A Preferred Stock
Cover [Abstract]
Title of 12(b) Security	DEPOSITARY SHARES, each representing a 1/20th interest in a share of 7.25% Series A Mandatory Convertible Preferred Stock
Trading Symbol	ALB PR A
Security Exchange Name	NYSE
Document Information [Line Items]
Title of 12(b) Security	DEPOSITARY SHARES, each representing a 1/20th interest in a share of 7.25% Series A Mandatory Convertible Preferred Stock
Trading Symbol	ALB PR A
Security Exchange Name	NYSE