NL Industries, Inc. Announces 2024 Annual Meeting of Shareholders

TL;DR

<b>NL Industries, Inc. invites shareholders to its 2024 annual meeting on May 16, 2024, urging prompt voting.</b>

AI Summary

NL INDUSTRIES INC (NL) filed a Proxy Statement (DEF 14A) with the SEC on March 27, 2024. NL Industries, Inc. will hold its 2024 annual meeting of shareholders on May 16, 2024, at 10:00 a.m. local time. The meeting will take place at the Three Lincoln Centre Conference Center in Dallas, Texas. Shareholders are encouraged to vote their shares promptly, either online or via paper proxy card. The proxy statement details the matters to be acted upon at the meeting. Votes will be held in confidence by the inspector of election.

Why It Matters

For investors and stakeholders tracking NL INDUSTRIES INC, this filing contains several important signals. This filing is a definitive proxy statement (DEF 14A), indicating the company is formally soliciting shareholder votes for its annual meeting. The meeting date and location are crucial for shareholders to exercise their voting rights on corporate matters.

Risk Assessment

Risk Level: low — NL INDUSTRIES INC shows low risk based on this filing. The filing is a routine proxy statement for an annual meeting, with no immediate financial or operational performance data presented.

Analyst Insight

Shareholders should review the proxy statement to understand the proposals and vote their shares before the May 16, 2024 meeting.

Key Numbers

• 2024 — Annual Meeting Year (2024 annual meeting of shareholders)
• May 16 — Meeting Date (Thursday, May 16, 2024)
• 10:00 a.m. — Meeting Time (10:00 a.m., local time)

Key Players & Entities

• NL INDUSTRIES, INC. (company) — Registrant
• May 16, 2024 (date) — Date of annual meeting
• Loretta J. Feehan (person) — Chair of the Board
• Courtney J. Riley (person) — President and Chief Executive Officer
• Dallas, Texas (location) — Location of company headquarters and meeting

FAQ

Industry Context

NL Industries, Inc. operates in the industrial inorganic chemicals sector. This filing is a standard proxy statement for its annual shareholder meeting.

Regulatory Implications

The filing is made pursuant to Section 14(a) of the Securities Exchange Act of 1934, requiring companies to provide shareholders with information before soliciting their votes.

What Investors Should Do

1. Review the proxy statement for details on proposals and director nominees.
2. Vote your shares by the meeting date, May 16, 2024.
3. Ensure your vote is cast according to your preferences, either online or via proxy card.

Key Dates

• 2024-05-16: Annual Meeting of Shareholders — Shareholders will vote on corporate matters.

Year-Over-Year Comparison

This is the initial filing for the 2024 annual meeting proxy statement.

Filing Documents

• nl-20240516xdef14a.htm (DEF 14A) — 965KB
• nl-20240516xdef14a001.jpg (GRAPHIC) — 2KB
• nl-20240516xdef14a002.jpg (GRAPHIC) — 7KB
• nl-20240516xdef14a003.jpg (GRAPHIC) — 5KB
• nl-20240516xdef14a004.jpg (GRAPHIC) — 3KB
• nl-20240516xdef14a012.jpg (GRAPHIC) — 50KB
• nl-20240516xdef14a013.jpg (GRAPHIC) — 46KB
• nl-20240516xdef14a015.gif (GRAPHIC) — 2KB
• nl-20240516xdef14a016.jpg (GRAPHIC) — 1KB
• nl-20240516xdef14a017.jpg (GRAPHIC) — 1KB
• nl-20240516xdef14a018.jpg (GRAPHIC) — 5KB
• nl-20240516xdef14a019.jpg (GRAPHIC) — 6KB
• 0000072162-24-000013.txt (&nbsp;) — 1764KB
• nl-20240516.xsd (EX-101.SCH) — 4KB
• nl-20240516_def.xml (EX-101.DEF) — 3KB
• nl-20240516_lab.xml (EX-101.LAB) — 5KB
• nl-20240516_pre.xml (EX-101.PRE) — 4KB
• nl-20240516xdef14a_htm.xml (XML) — 106KB

SECURITY OWNERSHIP

SECURITY OWNERSHIP 5 5 6 PROPOSAL 1: ELECTION OF DIRECTORS 9 Nominees for Director 9 EXECUTIVE OFFICERS 12 CORPORATE GOVERNANCE 13 Controlled Company Status, Director Independence and Committees 13 2023 Meetings and Standing Committees of the Board of Directors 13 Audit Committee 13 Management Development and Compensation Committee 14 Risk Oversight 14 Identifying and Evaluating Director Nominees 14 Leadership Structure of the Board of Directors and Independent Director Meetings 15 Shareholder Proposals and Director Nominations for the 2025 Annual Meeting of Shareholders 15 Communications with Directors 16 Compensation Committee Interlocks and Insider Participation 16 Code of Business Conduct and Ethics 16 Corporate Governance Guidelines 16 Availability of Corporate Governance Documents 16 Employee, Officer and Director Hedging 16 COMPENSATION OF EXECUTIVE OFFICERS AND DIRECTORS AND OTHER INFORMATION 17 Compensation Discussion and Analysis 17 Compensation Committee Report 19 Summary of Cash and Certain Other Compensation of Executive Officers 20 No Grants of Plan-Based Awards 21 No Outstanding Equity Awards at December 31, 2023 21 No Option Exercises or Stock Vested 21 Pension Benefits 21 Nonqualified Deferred Compensation 21 Pay Ratio Disclosure 21 Director Compensation 22 Pay Versus Performance 24 Compensation Policies and Practices as They Relate to Risk Management 25 Compensation Consultants 26 SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE 26 CERTAIN RELATIONSHIPS AND TRANSACTIONS 26 Related Party Transaction Policy 26 Relationships with Related Parties 27 Intercorporate Services Agreements 27 Risk Management Program 28 Tax Matters 29 Related Party Loans for Cash Management Purposes 30 Secured Loan from Valhi 31 Subordinated, Unsecured Term Loan from Contran to Kronos Worldw

SECURITY OWNERSHIP

SECURITY OWNERSHIP NL Common Stock (1) Amount and Nature of Percent of Name of Beneficial Owner Beneficial Ownership Class (2) 5% Shareholders: Harold C. Simmons Family Trust No. 2 40,387,531 (3)(4) 82.7 % Lisa K. Simmons 40,387,531 (3)(4) 82.7 % Directors and Named Executive Officers Loretta J. Feehan 29,700 (5) * John E. Harper 26,700 (5) * Kevin B. Kramer -0- (5) 0 Meredith W. Mendes 23,200 (5) * Cecil H. Moore, Jr. 38,200 (5) * Courtney J. Riley 0 (5) 0 Michael S. Simmons 0 (5) 0 Kristin B. McCoy 0 (5) 0 John R. Powers, III 0 (5) 0 Amy A. Samford 2,000 (5) * Current directors and executive officers as a group (16 persons) 120,800 (5) * * Less than 1%. (1) Beneficial ownership as reported in the above table has been determined in accordance with Rule 13d-3 under the Securities Exchange Act and is not necessarily indicative of beneficial ownership for any other purpose. Except as otherwise noted, the listed entities, individuals or group have sole investment power and sole voting power as to all shares set forth opposite their names. Except as noted in footn

View Full Filing

View this DEF 14A filing on SEC EDGAR