Equity award and tax share withholding at LyondellBasell (NYSE: LYB)

Rhea-AI Filing Summary

LyondellBasell Industries N.V. executive vice president and general counsel Jeffrey A. Kaplan reported both an equity award and a related tax-share disposition. On February 28, 2026, he acquired 21,203 Class A Ordinary Shares at $0.00 per share as a grant or award, increasing his directly held stake to 106,674 shares. On February 27, 2026, 1,000 shares were disposed of at $57.52 per share to cover tax withholding tied to the automatic vesting of 4,105 restricted stock units, leaving 85,471 shares directly held after that transaction.

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^*

Kaplan Jeffrey A

(Last) (First) (Middle)

4TH FLOOR

ONE VINE STREET

(Street)

LONDON X0 W1J 0AH

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
LyondellBasell Industries N.V. [ LYB ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP and General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
02/27/2026

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
Class A Ordinary Shares	02/27/2026		F		1,000(1)	D	$57.52	85,471(2)	D
Class A Ordinary Shares	02/28/2026		A		21,203	A	$0.00	106,674(3)	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. On February 27, 2026 the reporting person's restricted stock units automatically vested 4,105 shares. 1,000 shares were withheld by the issuer to satisfy the issuer's tax withholding obligations.

2. Includes 11,424 restricted stock units ("RSUs") granted pursuant to the issuer's long-term incentive plan: 3,218 granted on February 22, 2024 that vest on February 22, 2027; 4,103 granted on February 27, 2025 that vest on February 27, 2027 and 4,103 granted on February 27, 2025 that vest on February 27, 2028.

3. Includes 32,627 restricted stock units ("RSUs") granted pursuant to the issuer's long-term incentive plan: 3,218 granted on February 22, 2024 that vest on February 22, 2027; 4,103 granted on February 27, 2025 that vest on February 27, 2027 and 4,103 granted on February 27, 2025 that vest on February 27, 2028. The 21,203 RSUs reported on this Form 4 vest as follows: 7,069 vest on February 28, 2027, 7,067 vest on February 28, 2028 and 7,067 vest on February 28, 2029.

Remarks:

	/s/ Lara A. Mason, Attorney-in-Fact	03/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did LYB executive Jeffrey A. Kaplan report?

Jeffrey A. Kaplan reported one equity award and one tax-related share disposition. He received 21,203 Class A shares as a grant and had 1,000 shares withheld at $57.52 each to satisfy tax obligations on vested restricted stock units.

How many LyondellBasell (LYB) shares did Kaplan acquire in the latest Form 4?

Kaplan acquired 21,203 Class A Ordinary Shares through an equity grant. The award, recorded at a price of $0.00 per share, represents a grant or other acquisition rather than an open-market purchase, and increased his directly held share balance after the grant.

Why were 1,000 LyondellBasell (LYB) shares disposed of in Kaplan’s filing?

The 1,000 LYB shares were withheld to cover tax obligations. They were disposed of at $57.52 per share to satisfy the issuer’s tax withholding when 4,105 restricted stock units automatically vested on February 27, 2026.

What is Jeffrey A. Kaplan’s LYB share ownership after these transactions?

After the February 28, 2026 equity grant, Kaplan directly holds 106,674 shares. Following the earlier tax-withholding disposition on February 27, 2026, his direct holdings shown for that transaction were 85,471 Class A Ordinary Shares.

How do restricted stock units factor into Jeffrey A. Kaplan’s LYB holdings?

Kaplan’s reported holdings include restricted stock units granted under LyondellBasell’s long-term incentive plan. Footnotes describe RSU grants that vest on specific future dates, and their vesting can trigger share issuances and related tax-withholding share dispositions.