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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)
_________________________________
Virginia 001-12658 54-1692118
(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 class Trading Symbol Name of each exchange on which registered
COMMON STOCK, $.01 Par Value ALB New York Stock Exchange
DEPOSITARY SHARES, each representing a 1/20th interest in a share of 7.25% Series A Mandatory Convertible Preferred Stock ALB PR A 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 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.
Nominees Voted For Voted Against Abstain Broker Non-Votes
M. Lauren Brlas 79,210,958 509,844 60,866 14,453,249
Ralf H. Cramer 79,130,953 585,945 64,770 14,453,249
J. Kent Masters, Jr. 75,981,656 3,738,923 61,089 14,453,249
Glenda J. Minor 78,312,327 1,395,940 73,401 14,453,249
James J. O’Brien 74,780,230 4,937,732 63,706 14,453,249
Diarmuid B. O'Connell 79,050,716 667,523 63,429 14,453,249
Dean L. Seavers 78,996,137 720,981 64,550 14,453,249
Gerald A. Steiner 76,342,918 3,375,028 63,722 14,453,249
Holly A. Van Deursen 79,288,137 434,287 59,244 14,453,249
Alejandro D. Wolff 75,989,202 3,716,044 76,422 14,453,249


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 For Voted Against Abstain Broker Non-Votes
54,878,236 24,774,734 128,698 14,453,249


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 For Voted Against Abstain Broker Non-Votes
88,993,641 5,150,081 91,195 N/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 For Voted Against Abstain Broker Non-Votes
54,356,656 25,139,062 285,950 14,453,249






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