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.
The Orion S.A. (NYSE: OEC) SEC filings page on Stock Titan provides direct access to the company’s regulatory disclosures as a Luxembourg-incorporated issuer listed on the New York Stock Exchange. Orion files a range of documents with the U.S. Securities and Exchange Commission, including current reports on Form 8-K that cover earnings announcements, credit agreement amendments, dividend declarations, shareholder meeting results and executive transitions.
Earnings-related filings are a key focus. Orion regularly furnishes press releases announcing its quarterly financial results on Form 8-K under Item 2.02. These filings summarize net sales, net income or loss, segment volumes and profitability, and non-GAAP measures such as Adjusted EBITDA, Adjusted Net Income, Adjusted Diluted EPS and Free Cash Flow, along with reconciliations to GAAP measures. They also describe factors affecting performance, including demand in tire and industrial markets, oil price pass-through, product and regional mix, and timing of raw material cost recovery.
Investors can also review capital structure and financing disclosures, such as Form 8-K filings describing amendments to Orion’s credit agreement. For example, the company has reported incremental revolving facility commitments and changes to leverage ratio covenants, while noting that other loan terms and obligations remain consistent with the existing agreement. These documents help clarify Orion’s borrowing capacity and financial covenants.
Additional filings address governance, dividends and leadership. Form 8-K reports detail annual general meeting voting results, including director elections, approval of financial statements, auditor appointments and share repurchase authorizations. Other 8-Ks describe interim dividend declarations and executive changes, such as the planned retirement of the Chief Financial Officer, the appointment of a successor and related compensation and consulting arrangements.
On Stock Titan, these filings are updated in near real time from EDGAR and are accompanied by AI-powered summaries that highlight the most important points in each document. Users can quickly see what changed in Orion’s financial outlook, capital structure, governance or management without reading every page of the underlying filing, while still having full-text access when deeper review is needed.
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.
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. reported that its Chief Financial Officer received a grant of 49,213 restricted stock units (RSUs) on December 13, 2025, recorded as common shares with no par value at a price of $0 per unit.
The filing states that these RSUs will vest in three equal installments on December 1 of calendar years 2026, 2027 and 2028, provided the vesting conditions are met. After this grant, the reporting person beneficially owns 49,213 common shares directly, reflecting a typical form of equity-based executive compensation.
Orion S.A. (OEC) filed an initial ownership report for its Chief Financial Officer showing no shares owned. In this Form 3, reporting person Jonathan A. Puckett, who serves as Chief Financial Officer of Orion S.A., states that he does not beneficially own any non-derivative or derivative securities of the company. The filing, dated for an event on 12/01/2025, confirms that as of that date he held no Orion S.A. stock, options, or other equity-linked instruments.
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. (NYSE: OEC) reported third-quarter 2025 results marked by a non-cash goodwill impairment and softer profitability. Net sales were $450.9 million (down 2.7% year over year) and the company recorded a net loss of $67.1 million, driven by an $80.8 million goodwill impairment across the Rubber and Specialty units.
Adjusted EBITDA was $57.7 million (down 28.0%), as unfavorable raw material pass-through timing and weaker product and regional mix outweighed higher volumes. Year to date, operating cash flow reached $122.9 million against $112.3 million of capital expenditures, supporting ongoing investments. Liquidity totaled $249.2 million, including $51.3 million of cash and $165.8 million available under credit lines. In September, Orion amended its revolving credit facility to €350.0 million capacity; the net leverage covenant is 5.0x on or before December 31, 2026 and 4.5x thereafter. The company also recorded a $7.3 million recovery related to prior misappropriated funds.
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.