[Form 4] Orion S.A. Insider Trading Activity

Rhea-AI Filing Summary

Form 4 overview: Orion S.A. (ticker: OEC) disclosed that Director Michel Wurth received an equity award of 12,935 restricted common shares on 27 June 2025. The award was granted at a stated price of $0, reflecting a compensation grant rather than an open-market purchase. Following the transaction, Wurth’s direct beneficial ownership stands at 45,889 common shares.

The restricted shares will vest the day prior to the company’s 2026 Annual General Meeting of Shareholders, creating a one-year service-based vesting horizon. No derivative securities were reported, and there were no dispositions. The filing was signed on 30 June 2025.

Positive

• Director Michel Wurth received 12,935 restricted shares, lifting direct ownership to 45,889 shares and improving short-term alignment with shareholders.

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine director equity grant; modest ownership rise, neutral market impact.

The Form 4 signals a typical board compensation action. The 12,935 restricted shares increase Wurth’s holding to 45,889 shares, modest in absolute terms and immaterial to Orion’s overall float. With a one-year vesting schedule tied to the next AGM, the grant provides short-term alignment but does not materially alter insider ownership percentages. No derivatives or sales were reported, suggesting no negative sentiment. Given its routine nature and small scale relative to Orion’s market capitalization, I view the filing as neutral for investors.

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^*

Wurth Michel

(Last) (First) (Middle)

C/O ORION S.A.

1700 CITY PLAZA DRIVE, SUITE 300

(Street)

SPRING TX 77389

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Orion S.A. [ OEC ]

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/27/2025

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
Common shares, no par value	06/27/2025		A		12,935	A	$0(1)	45,889	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 12,935 restricted shares granted to the reporting person on June 27, 2025. These restricted shares vest on the day prior to the Issuer's 2026 Annual General Meeting of Shareholders.

	/s/ Michel Wurth	06/30/2025
	** 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.

FAQ

How many Orion (OEC) shares did Director Michel Wurth acquire?

12,935 restricted common shares were granted on 27 June 2025.

When will the newly granted restricted shares vest?

They vest the day prior to the 2026 Annual General Meeting of Shareholders.

What is Michel Wurth’s total direct ownership after this transaction?

He now directly owns 45,889 common shares of Orion S.A.

Was any cash paid for the shares in this Form 4 filing?

No. The stated price is $0; the shares are an equity compensation grant.

Did the filing report any derivative security transactions?

No, Table II shows no derivative securities acquired or disposed of.

On what date did the transaction occur?

The transaction date was 27 June 2025 (reported in Item 3).