Albemarle Corp Files 8-K on Shareholder Votes & Bylaws

TL;DR

ALB filed an 8-K detailing shareholder votes and bylaw changes. Keep an eye on governance.

AI Summary

Albemarle Corporation filed an 8-K on May 7, 2024, reporting on matters submitted to a vote of security holders and financial statements. The filing also includes amendments to its articles of incorporation or bylaws and a change in its fiscal year. The company, incorporated in Virginia, is headquartered in Charlotte, NC.

Why It Matters

This filing provides updates on corporate governance and financial reporting for Albemarle Corporation, which is crucial for investors to understand the company's operational and structural changes.

Risk Assessment

Risk Level: low — This is a routine regulatory filing detailing corporate actions and financial statements, not indicating immediate operational or financial distress.

Key Players & Entities

• Albemarle Corporation (company) — Registrant
• Virginia (jurisdiction) — State of incorporation
• Charlotte, NC (location) — Business address
• May 7, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.01 — r of authorized shares of common stock, $0.01 par value per share, from 150,000,000 t

Filing Documents

• alb-20240507.htm (8-K) — 57KB
• albarticlesofamendmentfors.htm (EX-3.1) — 13KB
• 0000915913-24-000107.txt ( ) — 233KB
• alb-20240507.xsd (EX-101.SCH) — 2KB
• alb-20240507_def.xml (EX-101.DEF) — 6KB
• alb-20240507_lab.xml (EX-101.LAB) — 28KB
• alb-20240507_pre.xml (EX-101.PRE) — 18KB
• alb-20240507_htm.xml (XML) — 4KB

03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. On May 9, 2024, Albemarle Corporation (the "Company") filed Articles of Amendment with the State Corporation Commission of the Commonwealth of Virginia (the "SCC") to amend the Company's Amended and Restated Articles of Incorporation (the "Charter") to increase the number of authorized shares of common stock, $0.01 par value per share, from 150,000,000 to 275,000,000 (the "Charter Amendment"). The Charter Amendment became effective May 10, 2024, upon issuance of a certificate of amendment by the SCC. The Articles of Amendment are filed as Exhibit 3.1 hereto.

07 Submission of Matters to a Vote of Security Holders

Item 5.07 Submission of Matters to a Vote of Security Holders. On May 7, 2024, the Company held its 2024 Annual Meeting of Shareholders (the "Annual Meeting"). At the Annual Meeting, the proposals listed below were submitted to a vote of the shareholders through the solicitation of proxies. The proposals are described in the definitive proxy statement filed by the Company on March 26, 2024 (the "Proxy Statement"). The voting results for each proposal are set forth below. As of the record date for the Annual Meeting, March 12, 2024, there were 117,524,680 shares of common stock outstanding and entitled to vote, of which the holders of 94,442,418 shares of common stock were represented in person or by proxy at the Annual Meeting. Proposal 1 . Election of directors . The shareholders elected all of the nominees for director to serve for a term expiring at the annual meeting of shareholders in 2025 by the votes set forth in the table below. Nominees Voted For Voted Against Abstain Broker Non-Votes M. Lauren Brlas 77,641,151 2,675,553 207,833 13,917,881 Ralf H. Cramer 78,954,773 1,351,981 217,783 13,917,881 J. Kent Masters, Jr. 75,432,141 4,366,046 726,350 13,917,881 Glenda J. Minor 79,130,346 1,182,772 211,419 13,917,881 James J. O'Brien 70,815,994 9,437,371 271,172 13,917,881 Diarmuid B. O'Connell 77,903,322 2,402,131 219,084 13,917,881 Dean L. Seavers 77,441,980 2,867,925 214,632 13,917,881 Gerald A. Steiner 78,635,212 1,705,580 183,745 13,917,881 Holly A. Van Deursen 78,512,849 1,833,166 178,522 13,917,881 Alejandro D. Wolff 76,360,364 3,948,431 215,742 13,917,881 Proposal 2 . Advisory vote on executive compensation . The shareholders approved, on a non-binding advisory basis, the compensation of the Company's named executive officers, as set forth in the Proxy Statement, by the votes set forth in the table below. Voted For Voted Against Abstain Broker Non-Votes 67,682,378 11,136,388 1,705,771 13,917,881 Proposal 3 . Charter Amendment to incr

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Exhibit 3.1 Articles of Amendment to amend Albemarle Corporation 's Amended and Restated Articles of Incorporation . 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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: May 10, 2024 By: /s/ Kristin M. Coleman Kristin M. Coleman Executive Vice President, General Counsel and Corporate Secretary

View Full Filing

View this 8-K filing on SEC EDGAR