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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_________________________________
FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 26, 2026
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ALBEMARLE CORPORATION
(Exact name of registrant as specified in charter)
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| | | | | | | | | | | | | | |
| 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). 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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(d) Effective as of February 26, 2026, the Board of Directors (the “Board”) of Albemarle Corporation (the “Company”) appointed Ms. Michelle T. Collins and Mr. Mark R. Widmar as independent members of the Board.
Ms. Collins has been appointed to the Board’s Audit & Finance Committee and Governance & Public Policy Committee. Mr. Widmar has been appointed to the Board’s Executive Compensation & Talent Development Committee and Safety, Sustainability, Operations & Capital Committee.
In accordance with our non-employee director compensation program, Ms. Collins and Mr. Widmar will each receive an annual retainer of $120,000, payable quarterly and pro-rated for partial quarter of appointment, and an annual grant of restricted stock equal to $170,000 at the grant date, rounded up to the nearest 25-share increment and pro-rated for partial year of appointment.
There is no arrangement or understanding with or between either of Ms. Collins or Mr. Widmar and any other persons pursuant to which they were selected as a director. There are no transactions in which either Ms. Collins or Mr. Widmar has an interest requiring disclosure under Item 404(a) of Regulation S-K.
Item 7.01 Regulation FD Disclosure.
On March 2, 2026, the Company issued a press release announcing the appointments, a copy of which is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
In accordance with General Instruction B.2 of Form 8-K, the information in this Item 7.01 and in Exhibit 99.1 hereto shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall either be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific references in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| | | | | |
| Exhibit Number | Exhibit |
| |
| 99.1 | Press Release dated March 2, 2026, issued by the Company |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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: March 4, 2026 | | By: | /s/ Ander C. Krupa |
| | | Ander C. Krupa |
| | | General Counsel and Corporate Secretary |
EXHIBIT 99.1
Albemarle Appoints Michelle T. Collins and Mark R. Widmar to Board of Directors
March 2, 2026
CHARLOTTE, N.C., March 2, 2026 /PRNewswire/ -- Albemarle Corporation (NYSE: ALB), a global leader in providing essential elements for mobility, energy, connectivity and health, today announced that its Board of Directors (the "Board") has appointed Michelle T. Collins and Mark R. Widmar to the Board, effective February 26, 2026. Collins will join the Board's Audit & Finance Committee and Governance & Public Policy Committee. Widmar will join the Executive Compensation & Talent Development Committee and Safety, Sustainability, Operations & Capital Committee.
Collins brings more than 40 years of audit and advisory related experience to the Board. She is a former Vice Chair, Senior Audit Partner, and National Automotive Sector Leader for Deloitte & Touche LLP, working with Deloitte's largest global clients from 1996 until her recent retirement. Ms. Collins also served on the Deloitte & Touche U.S. Board of Directors for six years where she served as Vice Chair, Chair of the Finance and Audit Committee and Chair of the Governance Committee.
"Michelle will bring a wealth of leadership experience to the Board, honed over decades of service in audit and advisory roles," said Albemarle Chairman and CEO Kent Masters. "Her expertise in financial reporting, technology, business transformation, governance, and risk management will be a valuable asset to our Board and our shareholders."
Widmar brings extensive executive leadership experience to the Board of Directors. Since 2016, he has served as Chief Executive Officer of First Solar, following earlier roles as the company's Chief Financial Officer and Chief Accounting Officer. Before joining First Solar, he was Chief Financial Officer at GrafTech International Ltd. from 2006 to 2011 and previously served in financial leadership roles at NCR Inc., Dell Inc., and various other global, public organizations. Widmar began his career in 1987 as an accountant with Ernst & Young.
"Through his experience as both a CEO and CFO, Mark will bring significant public company management and board experience, along with deep knowledge in global supply chains, operations, emerging markets, and government affairs," Masters said. "His background and capabilities will benefit our Board and support Albemarle's long-term strategy."
The appointments of Ms. Collins and Mr. Widmar are part of the Board's regular succession planning, and reflect its continued commitment to effective oversight, strong corporate governance, and long-term value creation.
About Albemarle Corporation
Albemarle Corporation (NYSE: ALB) leads the world in transforming essential resources into critical ingredients for mobility, energy, connectivity and health. We partner to pioneer new ways to move, power, connect and protect with people and planet in mind. A reliable and high-quality global supply of lithium and bromine allows us to deliver advanced solutions for our customers. Learn more about how the people of Albemarle are enabling a more resilient world at Albemarle.com.
Albemarle regularly posts information to Albemarle.com, including notification of events, news, financial performance, investor presentations and webcasts, non-GAAP reconciliations, U.S. Securities and Exchange Commission filings and other information regarding the company, its businesses and the markets it serves.
Forward-Looking Statements
This press release contains statements concerning our expectations, anticipations and beliefs regarding the future, which constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements, which are based on assumptions that we have made as of the date hereof and are subject to known and unknown risks and uncertainties, often contain words such as "anticipate," "believe," "expect," "may," "should," "would," and "will" and similar references to future periods. Forward-looking statements may include statements regarding: expectations relating to Company strategy, operations, or performance; plans and expectations related to board composition and contributions; other underlying assumptions and outlook considerations, and all other information relating to matters that are not historical facts. These and other forward-looking statements are based on management's current assumptions and expectations and involve risks and uncertainties that could significantly affect expected results. Actual results could differ materially from those expressed or implied in the forward-looking statements if one or more of the underlying estimates, assumptions or expectations prove to be inaccurate or are unrealized. Factors that could cause Albemarle's actual results to differ materially from the outlook expressed or implied in any forward-looking statement include: breaches of contract; changes in economic and business conditions; changes in availability to serve on the board of directors; trade policies and tariffs; technological change and development; changes in laws and government regulation; regulatory actions, proceedings, cyber-security breaches, and the other factors detailed from time to time in the reports Albemarle files with the SEC, including those described under "Risk Factors" in Albemarle's most recent Annual Report on Form 10-K and any subsequently filed Quarterly Reports on Form 10-Q, which are filed with the SEC and available on the investor section of Albemarle's website (investors.albemarle.com) and on the SEC's website at www.sec.gov. These forward-looking statements speak only as of the date of this press release. Albemarle assumes no obligation to provide any revisions to any forward-looking
statements should circumstances change, except as otherwise required by securities and other applicable laws.
Investor Relations Contact: +1 (980) 308-6194, invest@albemarle.com
Media Contact: Ryan Dean, +1 (980) 308-6310, media@albemarle.com