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    NL Industries Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation, Financial Statements and Exhibits

    12/19/24 4:25:10 PM ET
    $NL
    Major Chemicals
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    Get the next $NL alert in real time by email
    NYSE0000072162falseNL Industries, Inc.00000721622024-12-192024-12-19

    ​

    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 19, 2024

    ​

    NL Industries, Inc.

    (Exact name of registrant as specified in its charter)

    ​

    ​

    ​

    ​

    New Jersey

    1-640

    13-5267260

    (State or other jurisdiction

    of incorporation)

    (Commission

    File Number)

    (IRS Employer

    Identification No.)

    ​

    ​

    ​

    ​

    5430 LBJ Freeway, Suite 1700, Dallas, Texas

    75240-2620

    (Address of principal executive offices)

    (Zip Code)

    ​

    Registrant’s telephone number, including area code

    (972) 233-1700

    ​

    ​

    ​

     

    ​

     

     

    (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):

    ​

    ​

    ​

    ☐

    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(s)

      

    Name of each exchange on which registered

    Common stock

    ​

    NL

    ​

    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 1.01

    Entry into a Material Definitive Agreement.

    ​

    Item 2.03

    Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

     

    The information disclosed by Kronos Worldwide, Inc., a Delaware corporation and an affiliate of the registrant (“Kronos Worldwide”), under Items 1.01 and 2.03 of the Current Report on Form 8-K dated December 19, 2024 that Kronos Worldwide (File No. 1-31763) filed with the U.S. Securities and Exchange Commission on December 19, 2024 is hereby incorporated herein by reference.

    ​

    Item 9.01

    Financial Statements and Exhibits.

    ​

    ​

    ​

    ​

    ​

    (d)

    Exhibits

    ​

    ​

    ​

    ​

    ​

    ​

    ​

    Item No.

    ​

    Description

    ​

    ​

    ​

    ​

    ​

    10.1

    ​

    Third Amendment to Credit Agreement dated December 19, 2024 among Kronos Worldwide, Inc., Kronos Louisiana, Inc., Kronos (US), Inc., Kronos Canada, Inc., Kronos Europe NV, Kronos Titan GmbH, Wells Fargo Bank, National Association, as administrative agent, and the lenders a party thereto – incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K dated December 19, 2024 and filed by Kronos Worldwide, Inc. (File No. 1-31763) on December 19, 2024

    ​

    ​

    ​

    ​

    ​

    104

    ​

    Cover Page Interactive Data File (embedded within the Inline XBRL document)

    ​

    ​

    ​

    ​

    ​

    ​

    SIGNATURE

    ​

    ​

    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.

    ​

    ​

    ​

    ​

    NL INDUSTRIES, INC.

    ​

    (Registrant)

    ​

    ​

    ​

    ​

    ​

    ​

    Date: December 19, 2024

    By: /s/Amy A. Samford                                             

    ​

    Amy A. Samford

    ​

    Executive Vice President and
        Chief Financial Officer

    ​

    ​

    ​

    ​

    ​

    ​

    ​

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