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    Albemarle Corporation filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders

    5/9/25 4:24:16 PM ET
    $ALB
    Major Chemicals
    Industrials
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    alb-20250506
    false000091591300009159132025-05-062025-05-060000915913us-gaap:CommonStockMember2025-05-062025-05-060000915913us-gaap:SeriesAPreferredStockMember2025-05-062025-05-06

    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, 2025

    _________________________________
    ALBEMARLE CORPORATION
    (Exact name of registrant as specified in charter)
    _________________________________
    Virginia001-1265854-1692118
    (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 classTrading SymbolName of each exchange on which registered
    COMMON STOCK, $.01 Par ValueALBNew York Stock Exchange
    DEPOSITARY SHARES, each representing a 1/20th interest in a share of 7.25% Series A Mandatory Convertible Preferred StockALB PR ANew 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 5.07    Submission of Matters to a Vote of Security Holders.

    On May 6, 2025, the Company held its 2025 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 27, 2025 (the “Proxy Statement”). The voting results for each proposal are set forth below.

    As of the record date for the Annual Meeting, March 12, 2025, there were 117,650,568 shares of common stock outstanding and entitled to vote, of which the holders of 94,234,917 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 2026 by the votes set forth in the table below.
    NomineesVoted ForVoted AgainstAbstainBroker Non-Votes
    M. Lauren Brlas79,210,958509,84460,86614,453,249
    Ralf H. Cramer79,130,953585,94564,77014,453,249
    J. Kent Masters, Jr.75,981,6563,738,92361,08914,453,249
    Glenda J. Minor78,312,3271,395,94073,40114,453,249
    James J. O’Brien74,780,2304,937,73263,70614,453,249
    Diarmuid B. O'Connell79,050,716667,52363,42914,453,249
    Dean L. Seavers78,996,137720,98164,55014,453,249
    Gerald A. Steiner76,342,9183,375,02863,72214,453,249
    Holly A. Van Deursen79,288,137434,28759,24414,453,249
    Alejandro D. Wolff75,989,2023,716,04476,42214,453,249


    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 ForVoted AgainstAbstainBroker Non-Votes
    54,878,23624,774,734128,69814,453,249


    Proposal 3. Ratification of appointment of independent registered public accounting firm. The shareholders ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025, by the votes set forth in the table below.
    Voted ForVoted AgainstAbstainBroker Non-Votes
    88,993,6415,150,08191,195N/A

    Proposal 4. A shareholder proposal. The shareholders approved the shareholder proposal regarding simple majority vote, by the votes set forth in the table below.
    Voted ForVoted AgainstAbstainBroker Non-Votes
    54,356,65625,139,062285,95014,453,249






    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 9, 2025By:/s/ Neal R. Sheorey
    Neal R. Sheorey
    Executive Vice President and Chief Financial Officer


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