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Luxfer Holdings PLC 8-K Filings

LXFR NYSE

Every 8-K that Luxfer Holdings PLC (LXFR) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow LXFR and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full LXFR filings page.

Rhea-AI Summary

Luxfer Holdings PLC (LXFR) reports a key regulatory milestone for its proposed acquisition by Double Eagle Acquisition Buyer, Inc., a holding company owned by funds managed by Wynnchurch Capital, L.P. The waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 expired at 11:59 p.m. EDT on September 8, 2026, thereby satisfying one of the closing conditions for the transaction, which is structured as a court-sanctioned English law scheme of arrangement under Part 26 of the U.K. Companies Act 2006.

The acquisition remains subject to other customary closing conditions, including approval by Luxfer shareholders, receipt of certain additional regulatory approvals, and sanction of the scheme by the High Court of Justice in England and Wales. In connection with the proposed transaction, Luxfer filed a preliminary proxy statement on Schedule 14A with the SEC on August 26, 2026 and expects to provide a definitive proxy statement to shareholders, who are urged to review it and related materials when available.

Rhea-AI Summary

Luxfer Holdings PLC has agreed to be acquired in an all-cash transaction, with shareholders to receive $17.37 per ordinary share. The company disclosed this agreement through a press release dated July 28, 2026.

The same press release also reports Luxfer’s second quarter 2026 results, which are provided as Exhibit 99.1 to the report. The disclosure signals a planned change in ownership structure while simultaneously updating investors on recent operating performance.

Rhea-AI Summary

Luxfer Holdings PLC agreed to be acquired by Double Eagle Acquisition Buyer, Inc., an affiliate of Wynnchurch Capital, in an all-cash take‑private transaction. Under a court‑sanctioned English law Scheme of Arrangement, Luxfer shareholders will receive $17.37 in cash per ordinary share at the effective time, subject to the agreement’s conditions.

The Luxfer board unanimously approved the transaction and plans, subject to the agreement, to recommend that shareholders vote in favor at the scheme and general meetings. Closing requires shareholder approval, U.K. court sanction, expiration or termination of the Hart‑Scott‑Rodino waiting period and other antitrust/foreign investment clearances, and absence of prohibitive orders, as well as customary accuracy and covenant conditions. The long‑stop End Date is February 26, 2027.

The agreement includes non‑solicitation provisions with a fiduciary out for a Superior Proposal and detailed termination rights. In specified circumstances, Luxfer must pay an $18,000,000 Company Termination Payment, while Buyer must pay a $32,250,000 Buyer Termination Payment if it fails to close after conditions are satisfied or in certain breaches. Wynnchurch-backed equity and committed debt financing are expected to fund the consideration and related obligations, and closing is not subject to a financing condition. Upon completion, Luxfer will become private and its shares will be delisted from the NYSE.

Rhea-AI Summary

Luxfer Holdings PLC announced the schedule and logistics for its second quarter 2026 earnings conference call. The call will take place on Wednesday, July 29, 2026, at 8:30 a.m. Eastern Time, with participation from CEO Andy Butcher, CFO Steve Webster, and Vice President of Investor Relations and Business Development Kevin Grant.

Participants in the United States or Canada can dial 800-343-4849, while international participants can use (+1) 203-518-9848, using Conference ID LXFRQ226. A live webcast and replay will be available via Luxfer’s investor website, with the telephone replay accessible from July 29, 2026 until August 15, 2026. Earnings presentation materials will also be provided online.

Rhea-AI Summary

Luxfer Holdings PLC reported the results of its 2026 Annual General Meeting held in Manchester, England. Shareholder turnout was high, with 24,297,754 ordinary shares, or 90.0% of the 27,006,409 shares entitled to vote as of April 17, 2026, represented in person or by proxy.

All seven nominated directors, including Andy Butcher and Patrick Mullen, were elected for one-year terms. Shareholders approved the Directors’ Remuneration Report and, in a non-binding advisory vote, the executive compensation for the year ended December 31, 2025. Investors also backed holding a “say‑on‑pay” vote every one year, and the Board confirmed it will follow this annual frequency until at least the 2027 AGM.

PricewaterhouseCoopers LLP was ratified as independent auditor through the 2027 AGM, and the Audit Committee was authorized to set its remuneration. Shareholders granted the Board authority under the Companies Act to issue shares and grant rights over shares up to a nominal amount of $70,739,136, equivalent to 20% of issued share capital as of April 1, 2026, and to disapply preemptive rights for cash issuances or sales of treasury shares up to a nominal amount of $17,684,784, both until the next or 2027 AGM as specified.

Rhea-AI Summary

Luxfer Holdings PLC entered into new and amended executive severance and change in control agreements with key leaders, including its Chief Executive Officer and Chief Financial Officer, effective May 1, 2026.

The agreements cover termination payments and benefits tied to certain qualifying termination events and change in control scenarios. The company states that these terms are substantially consistent with those already contemplated in the executives’ existing arrangements, as described in its Definitive Proxy Statement on Schedule 14A filed April 30, 2026, under “Termination and Change in Control.” Copies of each agreement with Andrew Butcher, Stephen Webster, Howard Mead and Jeffrey Moorefield are filed as exhibits to this report.

Rhea-AI Summary

Luxfer Holdings PLC filed a current report stating that it issued a press release announcing its earnings for the first quarter of 2026 and a related conference call. The press release is furnished as Exhibit 99.1 and incorporated by reference into this report.

Rhea-AI Summary

Luxfer Holdings PLC reported mixed fourth-quarter 2025 results, with GAAP net sales down 12.3% to $90.7 million and GAAP net income falling to $0.1 million. Adjusted diluted EPS slipped slightly to $0.28, and adjusted EBITDA declined 5.8% to $13.0 million, as lower volumes and softness in certain Gas Cylinders and Elektron end markets weighed on results.

For full year 2025, GAAP net sales dipped 1.9% to $384.6 million, but adjusted net sales excluding the divested Graphic Arts business rose 2.5%. GAAP net income from continuing operations was $13.1 million, while adjusted diluted EPS increased 12.1% to $1.11 and adjusted EBITDA rose 4.2% to $51.9 million. Free cash flow of $26.2 million helped reduce net debt to $31.1 million, a net debt-to-adjusted EBITDA ratio of 0.6x. For 2026, Luxfer guides to adjusted net sales of $350–$370 million, adjusted diluted EPS of $1.05–$1.20, adjusted EBITDA of $50–$55 million, and free cash flow of $20–$25 million, reflecting expected mid-single-digit sales decline driven by timing factors rather than underlying demand.

Rhea-AI Summary

Luxfer Holdings PLC has declared an interim dividend of $0.13 per ordinary share. This cash payout rewards current shareholders and reflects the company’s decision to return some capital to investors.

The dividend will be paid on February 4, 2026 to shareholders who are on the company’s books as of the close of business on January 23, 2026. Investors holding shares by that record date will be eligible to receive the dividend.

Rhea-AI Summary

Luxfer Holdings PLC filed an 8-K noting it issued a press release announcing earnings for the third quarter and first nine months of 2025, along with a related conference call. The press release, dated October 28, 2025, is furnished as Exhibit 99.1.

Rhea-AI Summary

Luxfer Holdings PLC declared an interim dividend of $0.13 per ordinary share on October 6, 2025. The company set the record date at October 17, 2025 and the payment date at November 5, 2025, meaning shareholders on record at close of business on October 17, 2025 will receive the payment on November 5, 2025.

The announcement was reported in a current report on Form 8-K and a press release was furnished as an exhibit. No additional financial results, dividend policy commentary, or funding details were disclosed in the filing.

Rhea-AI Summary

Luxfer Holdings PLC announced the appointment of Stewart Watson to its Board of Directors, effective September 1, 2025. Mr. Watson is a CIMA-qualified accountant with more than 35 years of leadership experience, including 23 years at Meggitt PLC where he served as President of the Meggitt Equipment Group and as Divisional Finance Director with global responsibilities across the US, UK, Canada and Spain.

The Board stated it considered Mr. Watson's experience in strategic planning, operational transformation, international business leadership and M&A execution. He will serve on the Nominating and Governance Committee and the Audit Committee, will be appointed under the Company’s standard Non-Executive Director Appointment Agreement and will receive the standard remuneration under the Company’s Directors' Remuneration Policy. The Company disclosed no family relationships or material interests requiring Item 404 disclosure.

Rhea-AI Summary

Luxfer Holdings PLC (NYSE: LXFR) filed a Form 8-K to disclose the declaration of an interim cash dividend. On 7 July 2025 the Board approved a $0.13 per ordinary share dividend, payable on 6 August 2025 to shareholders of record at the close of business on 18 July 2025. The announcement was released via a press statement furnished as Exhibit 99.1. No additional financial results, transactions or strategic updates were included in the filing.

Rhea-AI Summary

Luxfer Holdings PLC (NYSE: LXFR) has filed a Form 8-K announcing the completion of the divestiture of its Graphic Arts business. The transaction closed on 2 July 2025 and transfers the entire Graphic Arts unit to Vulcan Metals Specialty Products, Inc., a newly formed affiliate of private‐equity firm TerraMar Capital LLC.

The filing is made under Item 2.01 – Completion of Acquisition or Disposition of Assets. No purchase price, cash proceeds, or gain/loss figures were disclosed, and management did not provide pro-forma financial statements at this time. A press release (Exhibit 99.1) was furnished, but its text was not included in the filing.

Strategic context: Luxfer has been narrowing its portfolio to focus on higher-growth, specialty-engineered materials. The Graphic Arts line was a smaller, non-core segment that manufactured printing plates and related consumables—products with lower margin and slower growth relative to Luxfer’s core cylinder and zirconium‐based offerings. Disposing of the unit could improve margin mix, simplify operations, and potentially free capital for reinvestment or debt reduction. However, because financial terms were not revealed, investors cannot yet quantify the effect on revenue, earnings, or leverage.

Next steps: Investors should watch for 1) management commentary on use of proceeds during the Q2 2025 earnings call, 2) any Form 8-K/A that might contain pro-forma financials, and 3) clarity on whether the Graphic Arts results will be reported as discontinued operations in upcoming 10-Q filings.