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UNITED STATES
SECURITIES AND
EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
-
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
November 4, 2026
OLIN CORPORATION
(Exact name of registrant as specified in its
charter)
| Virginia |
1-1070 |
13-1872319 |
|
(State or other jurisdiction
of incorporation) |
(Commission
File Number) |
(I.R.S. Employer
Identification No.) |
| |
|
|
| 190 Carondelet Plaza, Suite 1530 |
|
|
| Clayton, MO |
|
63105 |
| (Address of principal executive offices) |
|
(Zip Code) |
Registrant’s telephone number, including
area code:
(314) 480-1400
Not applicable
(Former name or former address, if changed since
last report)
Check the appropriate box below if the Form 8-K filing is intended
to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
|
| ☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
|
| ☐ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| |
|
| ☐ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities Registered pursuant to Section 12(b) of the Act:
| Title of each class |
|
Trading
Symbol |
|
Name of each exchange
on which registered |
| Common Stock, $1.00 par value per share |
|
OLN |
|
New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange
Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant
has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant
to Section 13(a) of the Exchange Act. ☐
| Item 1.01. |
Entry into a Material Definitive Agreement. |
Second Amendment to Receivables Purchase Agreement
On November 4, 2026, Olin Finance Company,
LLC, a wholly owned subsidiary of the Registrant (the “Seller”), and the Registrant, as servicer and performance guarantor,
entered into Amendment No. 2 to Receivables Purchase Agreement and Reaffirmation of Performance Guaranty (the “RPA Amendment”)
with PNC Bank, National Association, as administrative agent, the purchasers and group agents party thereto and PNC Capital Markets LLC,
as structuring agent. The RPA Amendment amends the Receivables Purchase Agreement, dated as of November 20, 2024, to, among other things,
extend the scheduled termination date to July 31, 2028.
The foregoing description of the RPA Amendment
does not purport to be complete and is qualified in its entirety by reference to the full text of the RPA Amendment, which is attached
hereto as Exhibit 10.1 and which is incorporated by reference herein.
| Item 9.01. |
Financial Statements and Exhibits |
(d) Exhibits.
|
Exhibit
Number |
|
Exhibit Description |
| |
|
| 10.1 |
|
Amendment No. 2 to Receivables Purchase Agreement and Reaffirmation of Performance Guaranty, dated as of November 4, 2026, among Olin Finance Company, LLC, as seller, Olin Corporation, as servicer and performance guarantor, PNC Bank, National Association, as administrative agent, the purchasers and group agents party thereto and PNC Capital Markets LLC, as structuring agent. |
| |
|
| 104 |
|
The cover page from this Current Report on Form 8-K, formatted in Inline XBRL. |
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| |
OLIN CORPORATION |
|
| |
|
|
| |
By: |
/s/ Inchan Hwang |
|
| |
|
Name: |
Inchan Hwang |
|
| |
|
Title: |
Vice President, Deputy General Counsel and Secretary |
|
Dated: November 4, 2026
