Orion S.A. (OEC) director awarded 19,150 restricted shares in equity grant

Rhea-AI Filing Summary

SMITH DAN F reported acquisition or exercise transactions in this Form 4 filing.

Orion S.A. director Dan F. Smith received an equity award of 19,150 common shares. These were granted as restricted shares at a stated price of $0.00 per share, meaning they were issued as compensation rather than purchased on the market.

After this grant, Smith directly holds 110,857 common shares. The restricted shares are scheduled to vest on the day prior to Orion S.A.'s 2027 Annual General Meeting of Shareholders, linking the award to a medium‑term service and retention period.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider SMITH DAN F

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common shares, no par value	19,150	$0.00	--

Holdings After Transaction: Common shares, no par value — 110,857 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Restricted share grant: 19,150 shares Grant price: $0.00 per share Shares held after grant: 110,857 shares +2 more

5 metrics

Restricted share grant 19,150 shares Restricted common shares granted on June 26, 2026

Grant price $0.00 per share Stated transaction price for restricted share award

Shares held after grant 110,857 shares Total direct common share holdings after the transaction

Vesting timing Day before 2027 AGM Restricted shares vest before 2027 Annual General Meeting of Shareholders

Transaction code A Grant, award, or other acquisition of non-derivative common shares

Key Terms

restricted shares, Annual General Meeting of Shareholders, Common shares, no par value, Form 4

4 terms

restricted shares financial

"Represents 19,150 restricted shares granted to the reporting person"

Restricted shares are company stock that cannot be sold or transferred immediately because they are subject to legal or contractual limits, such as a required holding period or performance conditions. They matter to investors because these locked-up shares can affect a company’s available stock for trading, future dilution, and insider incentives—imagine a gift that can’t be cashed until certain conditions are met, which changes when and how much supply can suddenly enter the market.

Annual General Meeting of Shareholders financial

"vest on the day prior to the Issuer's 2027 Annual General Meeting of Shareholders"

Common shares, no par value financial

"security_title": "Common shares, no par value""

Form 4 regulatory

"INSIDER FILING DATA (Form 4):"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/30/2026 - 05:25 PM Accepted by SEC EDGAR 06/30/2026 - 05:25 PM Learn about SEC filing dates

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^*

SMITH DAN F

(Last) (First) (Middle)

C/O ORION S.A.

1700 CITY PLAZA DRIVE, SUITE 300

(Street)

SPRING TEXAS 77389

(City) (State) (Zip)

UNITED STATES

(Country)

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)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/26/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	06/26/2026		A		19,150	A	$0(1)	110,857	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 19,150 restricted shares granted to the reporting person on June 26, 2026. These restricted shares vest on the day prior to the Issuer's 2027 Annual General Meeting of Shareholders.

	/s/ Dan F. Smith	06/30/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Orion S.A. (OEC) report for Dan F. Smith?

Orion S.A. reported that director Dan F. Smith received a grant of 19,150 restricted common shares. The award was recorded at a price of $0.00 per share, reflecting a compensation grant rather than an open‑market purchase of stock.

How many Orion S.A. (OEC) shares does Dan F. Smith hold after this Form 4 grant?

Following the grant, Dan F. Smith directly holds 110,857 Orion S.A. common shares. This figure includes the newly granted 19,150 restricted shares, which are subject to vesting conditions tied to the company’s 2027 Annual General Meeting of Shareholders.

What are the vesting terms of the 19,150 restricted Orion S.A. (OEC) shares?

The 19,150 restricted shares granted to Dan F. Smith vest on the day prior to Orion S.A.'s 2027 Annual General Meeting of Shareholders. Until vesting, the award remains subject to the company’s restricted share conditions described in the Form 4 footnote.

Was the Orion S.A. (OEC) Form 4 transaction a market purchase or a grant?

The Form 4 shows a grant or award acquisition, not a market purchase. Transaction code “A” and a $0.00 price per share indicate the 19,150 common shares were issued to Dan F. Smith as restricted stock compensation from Orion S.A.

Does the Orion S.A. (OEC) Form 4 include any stock option exercises or derivative trades?

The Form 4 data reflect only a non‑derivative grant of restricted common shares to Dan F. Smith. The derivativeSummary section is empty and transactionSummary shows no exercises of options, warrants, or other derivative securities in this filing.