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Kaiser Aluminum Corporation furnished an 8-K announcing preliminary, unaudited financial results for the quarter ended September 30, 2025. The results are provided via a press release attached as Exhibit 99.1 and incorporated by reference into Item 2.02.
The Item 2.02 information, including Exhibit 99.1, is furnished and not deemed “filed” under Section 18 of the Exchange Act, and is not incorporated into other filings unless specifically stated. Exhibits include the press release and the Inline XBRL cover page file.
Kaiser Aluminum Corporation entered into Amendment No. 5 to its asset‑based credit agreement, modifying its revolving facility and key terms. The maturity date now extends to the earlier of March 1, 2028 (with conditions tied to the Company’s senior notes due 2028) or October 14, 2030. The amendment also adjusts the unused line fee to 0.20%–0.25% per annum based on average usage.
The facility permits borrowings up to the lesser of $575 million and the borrowing base, and allows the Company to request up to an additional $200 million in revolving commitments, plus a potential FILO tranche, subject to conditions and lender agreement. Interest is based on a base rate or SOFR + 125–150 bps (or base + 25–50 bps), depending on availability. The agreement includes customary covenants and events of default; if minimum availability thresholds are not met, a consolidated fixed charge coverage ratio of at least 1.0x applies. The facility is secured by a first‑priority lien on substantially all accounts receivable, inventory, and related assets.
Kaiser Aluminum Corporation announced that its board declared a quarterly cash dividend of $0.77 per share on its common stock. The dividend is payable on November 14, 2025 to stockholders of record at the close of business on October 24, 2025. The company furnished a press release as Exhibit 99.1 and noted that the information is not deemed filed under Section 18 of the Exchange Act.
James D. Hoffman, a director of Kaiser Aluminum Corporation (KALU), reported two equity awards received on 09/18/2025. He was granted 1,363 restricted shares under the Kaiser Aluminum 2021 Equity and Incentive Compensation Plan; those restrictions will lapse on September 18, 2026. He also received 1,022 shares elected in lieu of his annual cash retainer, priced at $77.03 per share (the 20-trading-day average closing price prior to 09/18/2025). Following these transactions he beneficially owns 2,385 shares directly.
James D. Hoffman filed an initial Form 3 reporting his relationship to Kaiser Aluminum Corp (KALU) as a director. The event date is 09/18/2025 and the form is signed 09/19/2025. The filing states no securities are beneficially owned by the reporting person at the time of the statement.
Kaiser Aluminum Corporation appointed James D. Hoffman, former CEO of Reliance, Inc., to its board of directors effective September 18, 2025. He will serve as a Class II director with a term expiring at the 2026 annual meeting of stockholders.
Hoffman brings more than 43 years of metals distribution, fabrication and service center experience, including extensive work in carbon steels, alloys, aluminum and stainless products, and about three decades in strategy development and acquisitions. He will serve on the board’s compensation and nominating and corporate governance committees and receive standard non-employee director compensation, prorated for his partial-year service.
Jason Walsh, EVP - Manufacturing at Kaiser Aluminum Corporation (KALU), reported a transaction on 08/12/2025 in which 7,236 shares of common stock were disposed at $74.72 per share. The filing states these shares were withheld to satisfy withholding tax obligations from the vesting of restricted stock units granted in 2020 under the company's 2016 Equity and Incentive Compensation Plan. After the transaction, the reporting person beneficially owned 42,770 shares, which the filing notes include 14,431 shares acquired pursuant to grants of restricted stock units. The Form 4 was executed by John M. Donnan with power of attorney for Jason Walsh on 08/14/2025.
Tiffany Blain, listed as an officer (EVP - Sales & Marketing), reported a Section 16 transaction for Kaiser Aluminum Corporation (KALU) on 08/12/2025. The filing shows 6,982 shares were disposed at a price of $74.72 per share; the disposition is identified as F(1), and the explanation states these shares were withheld to satisfy withholding tax obligations arising from the vesting of restricted stock units granted in 2020.
After the transaction, the reporting person beneficially owned 34,931 shares (direct). The filing also notes that the total includes 11,044 shares acquired pursuant to grants of restricted stock units. The Form 4 was signed by a power of attorney on behalf of Tiffany Blain on 08/14/2025.
Barrow Hanley Mewhinney & Strauss LLC reported a passive ownership position in Kaiser Aluminum via a Schedule 13G, holding 872,791 shares, equal to 5.39% of the outstanding common stock. The filer discloses sole voting and sole dispositive power over the reported shares, meaning it controls voting and disposition decisions for that position.
The filing includes a certification that the securities were acquired and are held in the ordinary course of business and are not held to influence control of the issuer. Items addressing group affiliations, subsidiaries, and related control-person classifications are marked not applicable.