LSB Industries (LXU) CEO Behrman has shares withheld to cover tax on awards

Rhea-AI Filing Summary

LSB Industries, Inc. President and CEO Mark T. Behrman reported two automatic share withholdings related to equity compensation. On 01/16/2026, 21,527 shares of common stock were withheld at $9.95 per share, and on 01/17/2026, another 23,198 shares were withheld at $9.60 per share. These transactions are coded "F," meaning shares were withheld by the company to cover tax obligations upon vesting of a previously granted Restricted Stock Award under the 2025 Long Term Incentive Plan. Following the second transaction, Behrman directly owned 1,559,678 shares of LSB Industries common stock.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

BEHRMAN MARK T

(Last) (First) (Middle)

3503 NW 63RD ST, STE 500

(Street)

OKLAHOMA CITY OK 73116

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
LSB INDUSTRIES, INC. [ LXU ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
01/16/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/16/2026		F		21,527(1)	D	$9.95	1,582,876	D
Common Stock	01/17/2026		F		23,198(1)	D	$9.6	1,559,678	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Shares withheld to pay taxes upon vesting of Restricted Stock Award previously awarded pursuant to the Company's 2025 Long Term Incentive Plan.

	/s/ Michael J. Foster, Attorney-in-Fact	01/21/2026
	** Signature of Reporting Person	Date
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FAQ

What insider activity did LXU President and CEO Mark T. Behrman report?

Mark T. Behrman reported two transactions where LSB Industries common shares were withheld to cover taxes upon vesting of a Restricted Stock Award. On 01/16/2026, 21,527 shares were withheld at $9.95 per share, and on 01/17/2026, 23,198 shares were withheld at $9.60 per share.

Were Mark T. Behrman’s LXU share transactions open-market sales?

No. Both transactions are coded "F," indicating that the shares were withheld by the company to pay taxes upon vesting of a Restricted Stock Award granted under the 2025 Long Term Incentive Plan, rather than discretionary open-market sales.

How many LSB Industries (LXU) shares does the CEO own after these transactions?

After the 01/17/2026 tax-withholding transaction, Mark T. Behrman directly beneficially owned 1,559,678 shares of LSB Industries common stock, as reported in the filing.

What were the prices used for the LXU tax-withholding transactions?

The 01/16/2026 withholding of 21,527 shares was at $9.95 per share, and the 01/17/2026 withholding of 23,198 shares was at $9.60 per share, as stated in the Form 4.

What plan was involved in the CEO’s LXU restricted stock vesting?

The filing states that the shares were withheld to pay taxes upon vesting of a Restricted Stock Award previously awarded under the company’s 2025 Long Term Incentive Plan.

Is Mark T. Behrman a director as well as an officer of LSB Industries (LXU)?

Yes. The Form 4 identifies Mark T. Behrman as both a Director and an Officer, with the officer title listed as President and CEO of LSB Industries, Inc.