Every 8-K that Orion S.A. (OEC) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow OEC and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full OEC filings page.
Orion S.A. (OEC) announced that its Board of Directors has declared an interim dividend of $0.0207 per common share, with an aggregate amount of approximately $1.2 million based on the current shares outstanding. The dividend is scheduled to be paid in the first quarter of 2027.
The interim dividend will be paid on January 19, 2027 to shareholders of record as of the close of business on December 11, 2026. The payment is subject to Luxembourg withholding tax at a rate of 15%, with possible exemptions or reductions in certain circumstances.
Orion S.A. reported second quarter 2026 results with net sales of $500.9 million, up from $466.4 million a year earlier. Net income was $1.8 million versus $9.0 million, while Adjusted EBITDA was $58.2 million, down from $68.8 million but described as a 26% sequential improvement.
The Specialty Carbon Black segment delivered strong recovery, with net sales of $184.8 million, a 17% increase, and Adjusted EBITDA of $39.0 million, up 96% year over year, supported by higher pricing, favorable mix and volumes. Rubber Carbon Black net sales were $316.1 million, up 3%, but Adjusted EBITDA fell 61% to $19.2 million due to lower contractual pricing, unfavorable mix and an intentional inventory draw.
Operating cash flow in the quarter was $27 million and free cash flow was $2 million, after $25 million of capital expenditures. Orion ended the quarter with net debt of $960.7 million, a net leverage ratio of 4.4x and liquidity of $178 million. Management reaffirmed 2026 Adjusted EBITDA guidance of $170–$210 million and raised full-year free cash flow guidance to a range from a $10 million outflow to $20 million inflow, noting a $43 million midpoint improvement versus prior guidance.
Orion S.A. reported the results of its Annual General Meeting of Shareholders held on June 25, 2026. Shareholders elected all nominated directors to serve until the meeting that will approve the 2026 financial year accounts and approved board compensation for 2026.
They supported, on a non-binding advisory basis, executive compensation for 2025 and chose an annual frequency for future say‑on‑pay votes. Shareholders approved the 2025 annual and consolidated accounts, the allocation of 2025 results and interim dividends totaling EUR 4,031,774, granted discharge to directors and the auditor for 2025, and confirmed Ernst & Young entities as the Company’s auditors for 2026.
Orion S.A.
Orion S.A. reported first quarter 2026 results with net sales of $459.5 million, down 4% from the prior year as lower oil prices reduced formula pass-through pricing despite slightly higher volumes. The company posted a net loss of $9.9 million versus a prior-year profit of $9.1 million and generated Adjusted EBITDA of $46.1 million, down from $66.2 million.
Seasonal working capital needs and higher crude oil prices drove operating cash use of $12.4 million and free cash outflow of $48.5 million. Net debt was $965.3 million, resulting in a net leverage ratio of 4.2x trailing twelve-month Adjusted EBITDA. Despite these headwinds, Orion raised its full-year 2026 Adjusted EBITDA guidance to a range of $170 million to $210 million, up from $160 million to $200 million, citing earnings resilience in a higher oil price environment and a strong order book.
Orion S.A. reported that its Board of Directors declared an interim quarterly dividend of $0.0207 per common share, totaling approximately $1.2 million based on current shares outstanding. The dividend will be paid on July 2, 2026 to shareholders of record on June 10, 2026.
The dividend is subject to Luxembourg withholding tax at 15%, with potential exemptions or reductions in certain cases. This payment provides cash returns to shareholders while the company continues operating as a global supplier of carbon black for tires, coatings, inks, batteries, plastics and other specialty applications.
Orion S.A. reported that director Michel Wurth has decided not to stand for re-election to the Board of Directors at the company’s 2026 annual general meeting of shareholders. The company states that his decision is due to increased responsibilities with other endeavors and not because of any disagreement with Orion or its board.
Orion S.A. has scheduled its 2026 annual general meeting of shareholders for Thursday, June 25, 2026, at 2:00 pm Central European Time at its office in Senningerberg, Grand Duchy of Luxembourg. The company set April 23, 2026, at 11:59 pm Central European Time as the record date determining which shareholders may be admitted and exercise rights at the meeting.
The meeting will be held in person and also streamed via a live online webcast, allowing shareholders to attend virtually and exercise their rights through advance remote communication.
Orion S.A. announced that its board has declared an interim quarterly cash dividend of $0.0207 per common share, with an aggregate amount of approximately $1.2 million based on the current number of shares outstanding.
The dividend will be paid on April 2, 2026 to shareholders of record at the close of business on March 12, 2026. A 15% Luxembourg withholding tax will apply to the dividend, subject to possible exemptions or reductions under applicable rules.
Orion S.A. reported weaker results for 2025, with net sales of $1.81 billion, down 4% year over year, and a net loss of $70.1 million versus a prior-year profit of $44.2 million. The loss includes an $80.8 million non‑cash goodwill impairment.
Adjusted EBITDA fell to $248.0 million from $302.2 million, but operating cash flow improved to $215.8 million and free cash flow swung to a positive $54.8–$55 million from a negative $81.4–$43 million, helped by a $69 million working capital release.
Fourth‑quarter 2025 net sales declined 5% to $411.7 million and the company posted a $21.1 million net loss, though Specialty Carbon Black segment Adjusted EBITDA rose modestly. Orion ended 2025 with net debt of $921.2 million and a net leverage ratio of 3.71.
For 2026, management issued guidance for Adjusted EBITDA of $160–$200 million and free cash flow of $25–$50 million, reflecting continued end‑market softness and pricing outcomes, alongside reduced capital spending and cost‑control initiatives aimed at sustaining positive cash generation.
Orion S.A. (OEC) named Jonathan Puckett as Chief Financial Officer, effective December 1, 2025, succeeding Jeffrey Glajch. Glajch will remain employed through year-end 2025 and then serve as a consultant in early 2026 to support a smooth transition.
Puckett’s compensation includes a $500,000 annual base salary, target annual bonus at 65% of base starting January 1, 2026, and long-term incentives targeted at 150% of base (30% RSUs vesting over three years and 70% PSUs vesting after three years). He will receive a $250,000 sign-on RSU grant, a $140,000 sign-on bonus (paid in two installments), $30,000 in relocation/transition support subject to tax gross-up, and severance eligibility equal to one year of base salary plus one year of target bonus under certain events.
Glajch will consult during the transition period, including a $500/hour fee for hours exceeding 40 per month, eligibility for his accrued 2025 bonus, settlement of certain 2024–2025 performance share units as if early retirement criteria were met, and COBRA costs covered during the transition.
Orion S.A. (OEC) furnished an 8-K announcing its third quarter 2025 earnings via a press release attached as Exhibit 99.1. The release includes dial-in details for an earnings call scheduled for November 5, 2025.
The disclosure under Item 2.02 is being furnished and not filed under the Exchange Act. Common shares trade on the NYSE under the symbol OEC.
Orion S.A. (OEC) reported that it issued a press release with certain preliminary financial results for the fiscal third quarter ended September 30, 2025 and updates to guidance for the fiscal year ending December 31, 2025. The press release was furnished as Exhibit 99.1. The information is being furnished and not deemed filed under the Exchange Act.
Orion S.A. reported that its German subsidiary, Orion Engineered Carbons GmbH, entered into a fourteenth amendment to its long-standing syndicated credit agreement.
On the September 30, 2025 closing date, the borrower obtained €50,000,000 of incremental commitments under an Incremental Revolving Facility, increasing the existing revolving credit facility under the prior agreement.
The amendment also resets the financial covenant for the First Lien Leverage Ratio to 5.00 to 1.00 for any test period ending on or before December 31, 2026, and to 4.50 to 1.00 thereafter. All other loan terms and party obligations remain the same as under the existing credit agreement.
Orion S.A. filed a current report stating that its board has declared an interim dividend. The company disclosed that this dividend is scheduled to be paid in the first quarter of 2026.
The details of the dividend, including specific amount and other terms, are contained in a press release dated September 11, 2025, which is attached to the report as an exhibit and incorporated by reference.
Orion (NYSE:OEC) filed an 8-K reporting results of its June 26 2025 Annual General Meeting.
Shareholders approved all 11 proposals, including re-election of nine directors, 2025 board pay, a 2024 say-on-pay, statutory and consolidated 2024 accounts, reappointment of Ernst & Young for 2025 audits, and a five-year share-repurchase authorization under Luxembourg law.
No item drew more than 7 % opposition, indicating broad investor support and no material governance changes.
Orion S.A. (NYSE:OEC) filed an 8-K reporting the declaration of an interim dividend to be paid in the fourth quarter of 2025. The disclosure appears under Item 8.01 and is supported by a press release attached as Exhibit 99.1. No dividend amount, record date, or payment date is provided in the filing, leaving the financial impact for follow-up communications. Because no financial statements were furnished, investors must rely on future releases for cash-flow implications. The announcement signals board confidence in liquidity and intent to return capital but also introduces near-term cash-use considerations.