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[Form 4] LyondellBasell Industries N.V. Insider Trading Activity

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

LyondellBasell Industries N.V. executive Kimberly A. Foley reported routine equity compensation activity in Class A ordinary shares. She received grants totaling 2,783 shares tied to performance-based stock units and 1,007 shares from settled dividend equivalents, both connected to awards originally granted on February 23, 2023 and vesting on February 18, 2026.

To cover related tax withholding obligations, 730 shares and 246 shares were disposed of at $55.97 per share through tax-withholding transactions rather than open-market sales. Following these transactions, Foley directly holds 70,501.547 Class A ordinary shares, which include 25,680 restricted stock units scheduled to vest in tranches between 2026 and 2028 under the company’s long-term incentive plan.

Positive

  • None.

Negative

  • None.
Insider Foley Kimberly A
Role EVP, Global O&P and Refining
Type Security Shares Price Value
Tax Withholding Class A Ordinary Shares 730 $55.97 $41K
Tax Withholding Class A Ordinary Shares 246 $55.97 $14K
Grant/Award Class A Ordinary Shares 2,783 $55.97 $156K
Grant/Award Class A Ordinary Shares 1,007 $55.97 $56K
Holdings After Transaction: Class A Ordinary Shares — 66,957.547 shares (Direct)
Footnotes (1)
  1. Represents shares required to satisfy tax withholding obligations in connection with the vesting of 2,783 shares of performance-based stock units granted to the Reporting Person on February 23, 2023. Includes 25,680 restricted stock units ("RSUs") granted pursuant to the issuer's long-term incentive plan: 5,566 granted on February 23, 2023 that vest on February 23, 2026; 10,095 granted on February 22, 2024 of which 3,365 vested on February 22, 2025, 3,365 vest on February 22, 2026; 3,365 vest on February 22, 2027 and 13,384 granted on February 27, 2025 of which 4,462 vest on February 27, 2026, 4,461 vest on February 27, 2027 and 4,461 vest on February 27, 2028. Represents shares required to satisfy tax withholding obligations for dividend equivalents accrued of 1,007 shares in connection with performance-based stock units granted to the Reporting Person on February 23, 2023. Represents shares earned in connection with the performance-based stock units previously granted and unreportable on February 23, 2023 pursuant to the issuer's long-term incentive plan. Shares were earned based upon the level of attainment of certain performance objectives and continued employment. These shares fully vested on February 18, 2026 following certification by the Issuer's Compensation & Talent Development Committee. Represents shares from the settlement of dividend equivalents that accrued on the performance-based stock units prior to vesting and granted to the Reporting Person on February 23, 2023.
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Form 4 Insider Transactions: What Each Field Means →
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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
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*
Foley Kimberly 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, Global O&P and Refining
3. Date of Earliest Transaction (Month/Day/Year)
02/18/2026
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 02/18/2026 F 730(1) D $55.97 66,957.547(2) D
Class A Ordinary Shares 02/18/2026 F 246(3) D $55.97 66,711.547(2) D
Class A Ordinary Shares 02/18/2026 A 2,783(4) A $55.97 69,494.547(2) D
Class A Ordinary Shares 02/18/2026 A 1,007(5) A $55.97 70,501.547(2) 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. Represents shares required to satisfy tax withholding obligations in connection with the vesting of 2,783 shares of performance-based stock units granted to the Reporting Person on February 23, 2023.
2. Includes 25,680 restricted stock units ("RSUs") granted pursuant to the issuer's long-term incentive plan: 5,566 granted on February 23, 2023 that vest on February 23, 2026; 10,095 granted on February 22, 2024 of which 3,365 vested on February 22, 2025, 3,365 vest on February 22, 2026; 3,365 vest on February 22, 2027 and 13,384 granted on February 27, 2025 of which 4,462 vest on February 27, 2026, 4,461 vest on February 27, 2027 and 4,461 vest on February 27, 2028.
3. Represents shares required to satisfy tax withholding obligations for dividend equivalents accrued of 1,007 shares in connection with performance-based stock units granted to the Reporting Person on February 23, 2023.
4. Represents shares earned in connection with the performance-based stock units previously granted and unreportable on February 23, 2023 pursuant to the issuer's long-term incentive plan. Shares were earned based upon the level of attainment of certain performance objectives and continued employment. These shares fully vested on February 18, 2026 following certification by the Issuer's Compensation & Talent Development Committee.
5. Represents shares from the settlement of dividend equivalents that accrued on the performance-based stock units prior to vesting and granted to the Reporting Person on February 23, 2023.
Remarks:
/s/ Lara A. Mason, Attorney-in-Fact 02/20/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR