Item 1 Comment:
This amendment to Schedule 13D is being filed by LYB Holdco LLC ("LYB Holdco"), Len Blavatnik, Access Industries, LLC, Access Industries Holdings LLC, Access Industries Management, LLC and AI Investments Holdings LLC ("AIIH") (collectively, the "Reporting Persons", and each, a "Reporting Person") to report changes in beneficial ownership of the Reporting Persons in the ordinary shares of LyondellBasell Industries N.V. (the "Issuer").
The Schedule 13D (the "Schedule") filed with the Securities and Exchange Commission on January 10, 2011, as amended and supplemented by Amendment No. 1, filed on February 23, 2011, Amendment No. 2, filed on February 16, 2012, Amendment No. 3, filed on December 17, 2012, Amendment No. 4, filed on August 5, 2013, Amendment No. 5, filed on December 31, 2014, Amendment No. 6, filed on June 10, 2015, Amendment No. 7, filed on March 17, 2016, Amendment No. 8, filed on February 6, 2017, Amendment No. 9, filed on February 14, 2017, Amendment No. 10, filed on January 8, 2018, Amendment No. 11, filed on November 14, 2018, Amendment No. 12, filed on July 15, 2019, Amendment No. 13, filed on November 8, 2019, Amendment No. 14 filed on February 18, 2021, Amendment No. 15 filed on May 6, 2021, Amendment No. 16 filed on November 17, 2022, Amendment No. 17 filed on November 21, 2022, Amendment No. 18 filed on August 10, 2023, Amendment No. 19 filed on June 11, 2025 and Amendment No. 20 filed on June 13, 2025 is hereby amended and supplemented by the Reporting Persons as set forth below in this Amendment No. 21. This amendment is filed by the Reporting Persons in accordance with Rule 13d-2 of the Securities Exchange Act of 1934, as amended, and refers only to information that has materially changed since the filing of the Schedule 13D. The items identified below, or the particular paragraphs of such items which are identified below, are amended as set forth below. Unless otherwise indicated, all capitalized terms used and not defined herein have the respective meanings assigned to them in the Schedule. |
| (a) | The disclosure in Item 5(a) is hereby amended and restated in its entirety to read as follows:
The responses of each of the Reporting Persons with respect to Rows 11, 12, and 13 of the cover pages of this Schedule 13D that relate to the aggregate number and percentage of ordinary shares (including, but not limited to, footnotes to such information) are incorporated herein by reference.
The responses of each of the Reporting Persons with respect to Rows 7, 8, 9, and 10 of the cover pages of this Schedule 13D that relate to the number of ordinary shares as to which each of the persons or entities referenced in Item 2 above has sole or shared power to vote or to direct the vote of and sole or shared power to dispose of or to direct the disposition of (including, but not limited to, footnotes to such information) are incorporated herein by reference.
The 63,435,504 ordinary shares reported in this Schedule 13D include (i) 53,195,179 ordinary shares owned directly by LYB Holdco, (ii) 4,000,000 ordinary shares owned directly by Access Industries Core Holdings LLC (formerly AIPH Holdings LLC) ("AICH"), (iii) 5,270,918 ordinary shares owned directly by AI Chemical Holdings LLC, (iv) 765,154 ordinary shares owned directly by AIIH, and (v) 204,253 ordinary shares owned directly by AILEB LLC (formerly AI Altep Investments LLC).
Each of AIIH, Access Industries, LLC, Access Industries Holdings LLC, Access Industries Management, LLC and Len Blavatnik may be deemed to beneficially own, and share investment and voting power over, the ordinary shares held directly by LYB Holdco because (i) Mr. Blavatnik controls Access Industries Management, LLC and a majority of the outstanding voting interests in Access Industries, LLC, (ii) Access Industries Management, LLC controls Access Industries, LLC, Access Industries Holdings LLC and AIIH, which controls a majority of the outstanding voting interests in LYB Holdco, and (iii) Access Industries Holdings LLC controls a majority of the outstanding voting interests in AIIH. Each of the Reporting Persons and each of their affiliated entities and the officers, partners, members, and managers thereof, other than LYB Holdco, disclaims beneficial ownership of the shares held directly by LYB Holdco.
Each of Access Industries, LLC, Access Industries Holdings LLC, Access Industries Management, LLC and Len Blavatnik may be deemed to beneficially own and share voting and investment power over the ordinary shares held directly by AICH because (i) Access Industries Holdings LLC controls a majority of the outstanding voting interests in AICH, (ii) Access Industries, LLC controls a majority of the outstanding voting interests in Access Industries Holdings LLC, (iii) Access Industries Management, LLC controls Access Industries, LLC, Access Industries Holdings LLC and AICH, and (iv) Mr. Blavatnik controls Access Industries Management, LLC and a majority of the outstanding voting interests in Access Industries, LLC. Because of its relationships with the other Reporting Persons, LYB Holdco may be deemed to share investment and voting power over the ordinary shares held directly by AICH. Each of the Reporting Persons and each of their affiliated entities and the officers, partners, members, and managers thereof, other than AICH, disclaims beneficial ownership of the ordinary shares held directly by AICH.
Len Blavatnik may be deemed to beneficially own, and share investment and voting power over, the ordinary shares held directly by AILEB LLC because (i) he controls AI Altep Holdings, Inc. and (ii) AI Altep Holdings, Inc. owns all of the membership interests in AILEB LLC. Each of the Reporting Persons, and each of their affiliated entities and the officers, partners, members, and managers thereof, other than AILEB LLC, disclaims beneficial ownership of the ordinary shares held directly by AILEB LLC.
Each of Access Industries Management, LLC, Access Industries Holdings LLC and Len Blavatnik may be deemed to beneficially own and share voting and investment power over the ordinary shares held directly by AI Chemical Holdings LLC because (i) Mr. Blavatnik controls Access Industries Management, LLC, (ii) Access Industries Holdings LLC owns a majority of the membership interests in RSB 2 Limited, which is the sole member of AI Chemical Holdings LLC, and (iii) Access Industries Management, LLC controls AI Chemical Holdings LLC. Because of their relationships with the other Reporting Persons, each of LYB Holdco and Access Industries, LLC may be deemed to share investment and voting power over the ordinary shares held directly by AI Chemical Holdings LLC. Each of the Reporting Persons, and each of their affiliated entities and the officers, partners, members, and managers thereof, other than AI Chemical Holdings LLC, disclaims beneficial ownership of the shares held by AI Chemical Holdings LLC.
Each of Access Industries, LLC, Access Industries Holdings LLC, Access Industries Management, LLC and Len Blavatnik may be deemed to beneficially own, and share investment and voting power over, the ordinary shares held directly by AIIH because (i) Access Industries Holdings LLC controls a majority of the outstanding voting interests in AIIH, (ii) Access Industries, LLC controls a majority of the outstanding voting interests in Access Industries Holdings LLC, (iii) Access Industries Management, LLC controls Access Industries, LLC, Access Industries Holdings LLC and AIIH, and (iv) Mr. Blavatnik controls Access Industries Management, LLC and a majority of the outstanding voting interests in Access Industries, LLC. Each of the Reporting Persons and each of their affiliated entities and the officers, partners, members, and managers thereof, other than AIIH, disclaims beneficial ownership of the ordinary shares held directly by AIIH. |
| (c) | The disclosure in Item 5(c) is hereby supplemented by adding the following at the end thereof:
(c) The following transactions in the Issuer's securities have been effected by Reporting Persons within the 60 days prior to this filing:
On November 3, 2026, pursuant to an internal reorganization, (i) AI European Holdings L.P. ("AIEH") distributed 4,000,000 ordinary shares to its partners Access Industries, LLC and Access Industries Holdings LLC, pro rata and for no consideration, which then contributed such shares to their subsidiary, AICH, and (ii) AIEH contributed 12,000,000 ordinary shares to its indirect subsidiary, LYB Holdco. In addition, on November 3, 2026, AICH donated 1,000,000 ordinary shares to a charitable foundation. |