LyondellBasell Industries N.V. SEC Filings

LyondellBasell Industries describes a global, large‑scale petrochemical business built around five segments: Olefins & Polyolefins in the Americas and Europe/Asia, Intermediates & Derivatives, Advanced Polymer Solutions and Technology. The company emphasizes cost-advantaged North American feedstocks, extensive joint ventures and leading regional capacities in ethylene, polyethylene, polypropylene, propylene oxide and oxyfuels.

In 2025 it ceased operations at its Houston refinery, reclassifying refining as a discontinued operation, and agreed to sell select European olefins and polyolefins assets representing about 25% of O&P‑EAI capacity, with closing expected in the second quarter of 2026. A prolonged downturn in European petrochemicals and autos led to non‑cash impairment charges of $1,182 million, and the company recorded $126 million in shutdown costs tied to the closure of a European PO/SM joint venture unit.

The report highlights sustainability targets, including producing and marketing 800 thousand metric tons of recycled and renewable‑based polymers annually by 2030 and cutting absolute scope 1 and 2 greenhouse gas emissions by 32% by 2030 versus 2020, alongside a net‑zero ambition by 2050. Ongoing projects include the MoReTec‑1 chemical recycling plant in Germany, renewable power purchase agreements and emissions reductions from the Houston refinery shutdown. Management also outlines significant cyclicality, raw material and energy cost risks, capital intensity and global economic and regulatory uncertainties.

LyondellBasell Industries N.V. furnished an update on its recent performance by announcing earnings results for the quarter ended December 31, 2025. The company also provided a supplemental discussion of results by business segment, delivered through separate accompanying materials.

The announcement was made on January 30, 2026, with a press release and a detailed segment results discussion attached as exhibits. These materials are being furnished rather than filed under securities laws, which affects how they may be used in other regulatory filings.

LyondellBasell Industries N.V. (LYB) reported an insider stock transaction by an executive serving as EVP, I&D & Supply Chain. On December 15, 2025, 50 Class A ordinary shares were disposed of at $43.34 when shares were withheld to satisfy tax obligations on the vesting of 202 restricted stock units granted on December 15, 2022.

After this transaction, the executive beneficially owned 15,066.5326 shares, including 11,408 restricted stock units granted under the long-term incentive plan and additional shares accumulated through the employee stock purchase plan.

LyondellBasell Industries N.V. (LYB) reported an insider equity transaction by its EVP & Chief Financial Officer. On 11/15/2025, the executive’s restricted stock units vested into 4,741 Class A ordinary shares, of which 1,156 shares were withheld by the company to cover tax obligations at a price of $45.3 per share. Following this tax withholding, the executive beneficially owned 14,094 Class A ordinary shares. The filing also notes 9,725 restricted stock units outstanding under the long-term incentive plan, with tranches scheduled to vest between 02/23/2026 and 02/27/2028.

LyondellBasell Industries N.V. completed an underwritten public offering by its wholly owned subsidiary, LYB International Finance III, LLC, of $500 million 5.125% Guaranteed Notes due 2031 and $1 billion 5.875% Guaranteed Notes due 2036. The Notes are fully and unconditionally guaranteed by the Company.

The offering was registered on Form S-3ASR and sold using a base prospectus dated December 12, 2024, and a prospectus supplement dated November 10, 2025. The Notes were issued under LyondellBasell’s existing indenture framework and an officer’s certificate dated November 13, 2025. The underwriters were led by Citigroup, Deutsche Bank Securities, and J.P. Morgan.

LyondellBasell Industries (LYB) executive vice president, Global O&P and Refining, reported an open‑market purchase of 5,661 Class A ordinary shares on 11/12/2025 at a $43.5649 weighted‑average price. Following this transaction, direct beneficial ownership stands at 67,687.547 shares.

The filing notes the trade was executed in multiple lots between $43.45 and $43.65. Reported holdings include 25,680 restricted stock units granted under the long‑term incentive plan with scheduled vesting dates from February 2026 through February 2028.

LyondellBasell Industries N.V., via wholly owned subsidiary LYB International Finance III, LLC, launched a primary debt offering of $1.5 billion in senior unsecured notes fully and unconditionally guaranteed by LyondellBasell.

The deal comprises $500 million 5.125% Guaranteed Notes due 2031 and $1.0 billion 5.875% Guaranteed Notes due 2036. Interest accrues from November 13, 2025 and is payable semi‑annually on January 15 and July 15, starting July 15, 2026. The notes rank as senior unsecured obligations and are structurally subordinated to liabilities of subsidiaries (other than the issuer).

Pricing terms include public offering prices of 99.806% (2031) and 99.279% (2036), with underwriting discounts of 0.600% and 0.650%, respectively. Estimated net proceeds are ~$1.478 billion, intended for general corporate purposes, which may include repayment of LYB International Finance II’s 0.875% 2026 notes and certain 2027 notes. The notes feature optional redemption, tax redemption at 100%, and a change‑of‑control repurchase at 101%. Par call dates are December 15, 2030 (2031s) and October 15, 2035 (2036s).

LyondellBasell Industries N.V. reported a third‑quarter 2025 net loss of $890 million, driven primarily by a $972 million goodwill impairment and additional impairments of $230 million. Sales were $7,727 million, down from $8,604 million a year ago, and operating results swung to a loss of $731 million from income of $865 million.

For the first nine months of 2025, net loss was $598 million versus income of $1,970 million in 2024, with cash from operations of $755 million. Cash and equivalents were $1,784 million at September 30, 2025. Discontinued operations (refining) posted a Q3 loss of $61 million, with a year‑to‑date LIFO benefit of $196 million.

The company exercised a put option to sell select European O&P assets and expects a $700–$900 million loss on closing, anticipated in the first half of 2026, including a $300 million cash contribution and a transfer of approximately $340 million in net working capital. Year‑to‑date related costs were $27 million, and non‑cash PP&E impairments were $43 million. Financing actions included issuing $500 million of 6.150% notes due 2035 and repaying $492 million notes due 2025. The amended $3,750 million revolver increased leverage ratio limits and restricts dividend increases and repurchases at higher leverage.

LyondellBasell Industries N.V. (LYB) entered into a Sale and Purchase Agreement with AEQ Amethyst B.V. on October 29, 2025 to transfer subsidiaries that hold the assets and liabilities of its olefins and polyolefins businesses in Carrington (UK), Tarragona (Spain), Münchsmünster (Germany), and Berre l’Etang (France), along with central support functions.

The agreement follows completion of the French employee consultation on October 15, 2025 and the Seller’s exercise of a previously granted put option on October 23, 2025. Closing remains subject to customary conditions, including regulatory approvals, additional employee representative and works council consultations, and completion of the carve‑out and asset transfers. The transaction is expected to close in the first half of 2026.

Separately, LYB furnished its earnings release and segment discussion for the quarter ended September 30, 2025 as Exhibits 99.1 and 99.2.