Welcome to our dedicated page for Orion Engineered Carbons S.A. SEC filings (Ticker: OEC), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Orion S.A. filings document a Luxembourg-incorporated specialty chemicals issuer whose common shares trade on the New York Stock Exchange under OEC. Recent Form 8-K reports furnish earnings releases for its carbon black operations and disclose interim dividend declarations, annual general meeting logistics, board and officer changes, and related exhibit materials.
Proxy materials describe shareholder meeting procedures, voting matters and governance disclosures for Orion's société anonyme structure. The filing record also identifies the company's no-par-value common shares and provides formal updates tied to its Specialty Carbon Black and Rubber Carbon Black reporting themes, including operating results, pricing conditions and capital-return actions.
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. convenes its 2026 Annual General Meeting for June 25, 2026, at its Luxembourg headquarters and by live webcast. The Board asks shareholders to vote on eleven proposals, including election of eight directors, approval of 2025 annual and consolidated accounts, advisory Say-on-Pay votes, appointment and ratification of auditors, and allocation of 2025 results including interim dividends totaling EUR 4,031,774. The record date for voting is April 23, 2026. The proxy materials and 2025 annual accounts and consolidated financial statements will be made available on or about May 15, 2026.
The Proxy Statement also summarizes 2025 performance: net sales ~$1.8 billion, Adjusted EBITDA $248 million, a net loss $70 million (including an $81 million goodwill impairment), and $55 million of free cash flow. Board composition, governance practices, executive compensation structure and sustainability metrics are described in detail.
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. Schedule 13G discloses shared beneficial ownership stakes held by Divisar-affiliated entities and an individual. Divisar Partners QP, L.P. reports 2,841,473 shares (representing 5.0% of the class). Divisar Capital Management LLC and Steven Baughman each report 3,087,263 shares (representing 5.5% of the class) based on 56,273,701 shares outstanding as of February 12, 2026.
The filing states the Funds and reporting persons may be deemed beneficial owners due to advisory/control relationships but expressly disclaim beneficial ownership under Rule 13d-4. Shared voting and dispositive power figures are reported; sole voting and dispositive power are zero.
Orion S.A. Senior Vice President Global Rubber Pedro Riveros reported routine equity compensation activity in common shares. On February 19, 2026, restricted stock units and performance-based restricted stock units vested and settled, resulting in a grant of 6,988 common shares at $0.00 per share as an award.
To cover related tax withholding obligations, 2,721 shares and 2,982 shares were disposed of at $6.27 per share through share withholding rather than open-market sales. After these transactions, Riveros directly held 53,990 common shares of Orion S.A.
Orion S.A. senior vice president of global operations Carlos Quinones reported equity compensation activity in common shares. On February 19, 2026, he received 6,516 common shares at no cost in connection with a grant and vesting of performance-based restricted stock units. On the same date, the issuer withheld 1,790 shares and 2,129 shares at $6.27 per share to cover tax obligations tied to vesting of restricted stock units, which are coded as tax-withholding dispositions rather than open-market sales. After these transactions, his directly held common share balance increased in stages to 89,692 shares.
Orion S.A. director and Chief Executive Officer Corning F. Painter reported equity compensation and related tax-withholding transactions in common shares. On 2026-02-19, he acquired 83,515 common shares at $0.00 per share through the vesting and settlement of performance-based restricted stock units.
On the same date, the issuer withheld 23,789 common shares and 31,907 common shares at $6.27 per share to satisfy tax withholding requirements upon vesting of restricted stock units and performance-based restricted stock units. After these grant and withholding events, Painter directly owned 1,082,194 common shares of Orion S.A.
Orion S.A. senior vice president Sandra Niewiem reported routine equity compensation transactions in common shares. On February 19, 2026, she received a grant of 5,952 common shares at no cost, reflecting the vesting and settlement of performance-based restricted stock units after performance criteria were met.
On the same date, a total of 5,489 shares were disposed of through tax-withholding transactions at $6.27 per share, with shares withheld by the company to cover tax obligations on both time-based and performance-based restricted stock unit vesting. After these transactions, she continued to hold common shares directly.
Orion S.A. is a Luxembourg-based global producer of carbon black, used in polymers, batteries, inks, coatings, tires and mechanical rubber goods. The company operates 14 wholly owned plants and one joint venture facility across Europe, the Americas, South Africa and Asia, plus four innovation centers.
Its business is organized into two segments: Specialty Carbon Black, serving coatings, polymers, printing and battery markets, and Rubber Carbon Black, focused on tires and mechanical rubber goods. Orion emphasizes long-term customer contracts, formula-based raw material pass-throughs and extensive R&D, including conductive additives for lithium-ion batteries.
Key risks highlighted include exposure to global economic cycles, especially automotive and construction, volatility in oil and energy costs, customer concentration, operational hazards, cybersecurity, and extensive environmental, health and safety regulation, including greenhouse-gas and nanomaterial rules. The company reports approximately 1,639 employees and 56,273,701 common shares outstanding as of February 12, 2026.