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Celanese Corporation reported the results of its 2026 Annual Meeting of Shareholders. Nine director nominees were elected to terms expiring at the 2027 annual meeting, each receiving strong support, with votes for individual nominees generally exceeding 91.6 million shares.
Shareholders ratified the selection of KPMG LLP as independent registered public accounting firm for 2026, with 97,496,875 votes for and limited opposition. An advisory vote on executive compensation also passed, receiving 91,098,487 votes for versus 1,766,137 against. Of 111,922,758 shares entitled to vote as of February 23, 2026, 99,090,064 were represented in person or by proxy, reflecting an 88.53% quorum.
Celanese Corp Schedule 13G/A amendment: The Vanguard Group reports 0 shares beneficially owned, representing 0% of Common Stock, following an internal realignment. The filing states disaggregated reporting in accordance with SEC Release No. 34-39538 (January 12, 1998). Signed by Ashley Grim on 03/26/2026.
Celanese Corporation and Celanese US Holdings LLC filed a Form S-3 shelf registration on March 25, 2026 to register one or more classes of securities for offering from time to time after the registration statement is declared effective. The prospectus describes common stock, preferred stock, debt securities and guarantees and states that specific terms, aggregate amounts and offering prices will be set forth in prospectus supplements.
The filing identifies certain wholly owned subsidiaries as potential guarantors and discloses authorized capital figures as of February 24, 2026 including 400,000,000 authorized common shares, 170,920,036 issued and 109,571,972 outstanding. The shelf is filed by Celanese as a "well-known seasoned issuer" and permits continuous or delayed offerings under supplemental prospectuses.
Celanese Corp director Kim K.W. Rucker reported a small compensation-related award of phantom stock tied to common shares. On this Form 4, Rucker acquired 5.633 units of phantom stock, each representing the right to receive one share of Celanese common stock. These units reflect dividend equivalents on compensation deferred under the company’s 2008 Deferred Compensation Plan. After this award, Rucker holds a total of 9,519.723 phantom stock units, which will be payable in common stock according to the terms of the plan.
Kissire Deborah J. reported acquisition or exercise transactions in this Form 4 filing.
Celanese Corp director Deborah J. Kissire received an automatic award of 3.505 shares of phantom stock tied to deferred compensation dividends. Each phantom stock unit represents the right to receive one share of Celanese common stock under the company’s 2008 Deferred Compensation Plan. Following this grant, she holds a total of 5,924.793 phantom stock units directly, which will eventually be settled in common shares as provided in the plan. This filing reflects routine compensation-related accruals rather than an open-market stock purchase or sale.
Celanese Corp director Jay V. Ihlenfeld received a small phantom stock award as part of deferred compensation. On this date, he acquired 6.0600 phantom stock units, each representing the right to receive one share of Celanese common stock. These units reflect dividend equivalents on compensation deferred under the company’s 2008 Deferred Compensation Plan and will be paid in common shares according to that plan’s terms. Following this grant, Ihlenfeld directly holds a total of 10241.1190 phantom stock units linked to Celanese common stock.
Celanese Corp director Kathryn Hill reported an acquisition of 0.675 shares of phantom stock on March 10, 2026. This entry reflects dividend equivalents credited on compensation deferred under Celanese’s 2008 Deferred Compensation Plan. Each phantom share represents the right to receive one share of Celanese common stock, bringing her total phantom holdings to 1,141.194 shares.
GALANTE EDWARD G reported acquisition or exercise transactions in this Form 4 filing.
Celanese Corp director Edward G. Galante received a small grant of 4.028 phantom stock units on Celanese common stock. These units were credited as dividend equivalents on compensation he deferred under the company’s 2008 Deferred Compensation Plan and are settled in common shares under that plan’s terms.
Following this award, Galante holds a total of 6,806.793 phantom stock units tied to Celanese common stock. This filing reflects a routine, compensation-related accrual rather than an open-market purchase or sale of shares.
Celanese Corporation is asking shareholders to vote on key governance and compensation items at its 2026 virtual annual meeting. Shareholders will elect nine directors to one-year terms, ratify KPMG LLP as independent auditor for 2026, and cast an advisory vote on executive compensation.
The proxy highlights an actively refreshed, largely independent Board, with 8 of 9 nominees independent and an independent Chair. It emphasizes strong governance features such as annual director elections, majority voting, proxy access, no supermajority provisions and no poison pill, plus robust shareholder engagement.
Celanese reports 2025 net sales of $9,544 million, a GAAP diluted loss per share of $(10.44), adjusted EPS of $3.98, a net loss of $1,165 million, operating EBITDA of $1,893 million, operating cash flow of $1,146 million and free cash flow of $773 million, and frames these results within a strategy focused on free cash flow, deleveraging, portfolio optimization and long-term value creation.