8-K

INNOSPEC INC.

Date: May 14, 2025

/s/ David B. Jones

David B. Jones

Senior Vice President, General Counsel and Chief Compliance Officer

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 9, 2025

INNOSPEC INC.

(Exact name of registrant as specified in its charter)

Commission File Number: 1-13879

Delaware

98-0181725

(State or other jurisdiction

of incorporation)

(IRS Employer

Identification No.)

8310 South Valley Highway, Suite 350

Englewood, Colorado, 80112

(Address of principal executive offices, including zip code)

(303)792-5554

(Registrant’s telephone number, including area code)

(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:

☐	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))

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

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 ☐

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

Title of each class

Trading

Symbol(s)

Name of exchange

on which registered

Common Stock

IOSP

NASDAQ

Item 5.07.

Submission of Matters to a Vote of Security Holders

Proposal 1 – Election of three Class III directors

At the annual meeting of Innospec shareholders held on May 9, 2025, the shareholders elected the directors nominated in the Innospec Proxy Statement, dated March 26, with the following votes for and votes withheld:


Director	Votes For		Votes Withheld		Broker Non-Votes
David F. Landless		21,710,227		1,062,931		958,863
Lawrence J. Padfield		22,069,282		703,876		958,863
Patrick S. Williams		22,438,029		335,129		958,863

Proposal 2 – Advisory approval of the Company’s executive compensation


For:			21,973,642
Withheld:			778,543
Abstain:			20,972
Broker Non-Votes:			958,863

Proposal 3—Ratification of the appointment of the Company’s independent registered public accounting firm for 2025


For:			23,685,327
Withheld:			16,248
Abstain:			30,446

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.

SEC Form 8-K filed by Innospec Inc.