Registration No. 333-133731
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 2 TO
FORM S-8 REGISTRATION STATEMENT NO. 333-133731
UNDER THE SECURITIES ACT OF 1933
OLIN CORPORATION
(Exact name of registrant as specified in its charter)
| Virginia | 13-1872319 | |||||||
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) | |||||||
190 Carondelet Plaza, Suite 1530
Clayton, Missouri 63105
(Address of Principal Executive Offices) (Zip Code)
OLIN CORPORATION 2006 LONG TERM INCENTIVE PLAN
(Full title of the plan)
Inchan Hwang
Vice President, Deputy General Counsel and Secretary
Olin Corporation
190 Carondelet Plaza, Suite 1530
Clayton, Missouri 63105
314-480-1400
(Name, address, and telephone number, including area code, of agent for service)
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.
| Large accelerated filer ☒ Non-accelerated filer ☐ | Accelerated filer ☐ Smaller reporting company ☐ 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 7(a)(2)(B) of the Securities Act. ☐
EXPLANATORY NOTE
DEREGISTRATION OF SECURITIES
This Post-Effective Amendment No. 2 relates to the Registration Statement on Form S-8 (Commission File No. 333-133731) filed by Olin Corporation (the “Company”) with the Securities and Exchange Commission on May 2, 2006 (the “Registration Statement”), pertaining to the registration of 3,000,000 shares of the Company’s common stock, par value $1.00 per share (the “Shares”), issuable under, and an indeterminate amount of interests that may be offered and sold pursuant to, the Olin Corporation 2006 Long Term Incentive Plan (the “Plan”).
The Plan has terminated, and all awards granted under the Plan have vested or expired. Accordingly, the Company is filing this Post-Effective Amendment No. 2 to the Registration Statement to deregister all of the Shares and interests that have not been sold or otherwise issued under the Plan as of the date of this Post-Effective Amendment No. 2 to the Registration Statement.
SIGNATURE
Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and has duly caused this Post-Effective Amendment No. 2 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Clayton, State of Missouri, on February 19, 2026.
| OLIN CORPORATION | |||||
| By: | /s/ Inchan Hwang | ||||
| Name: | Inchan Hwang | ||||
| Title: | Vice President, Deputy General Counsel and Secretary | ||||
No other person is required to sign this Post-Effective Amendment No. 2 to the Registration Statement in reliance upon Rule 478 under the Securities Act of 1933, as amended.