Sensient Technologies (NYSE: SXT) revises by-laws, reallocates Finance Committee roles

Rhea-AI Filing Summary

Sensient Technologies Corporation reported a change to its corporate governance structure. On December 4, 2025, the Board of Directors approved an amendment to the company’s Amended and Restated By-Laws, effective immediately.

The amendment removes all references to the Board’s Finance Committee and assigns the responsibilities that were previously handled by that committee to the Audit Committee and the Compensation and Development Committee. The full text of the updated by-laws is available as Exhibit 3.1 to this report.

8-K Event Classification

2 items: 5.03, 9.01

2 items

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year Governance

The company amended its charter documents, bylaws, or changed its fiscal year.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

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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

December 4, 2025

(Date of Report/Date of earliest event reported)

SENSIENT TECHNOLOGIES CORPORATION

(Exact name of registrant as specified in its charter)

Wisconsin	001-07626	39-0561070
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

777 East Wisconsin Avenue

Milwaukee, Wisconsin 53202-5304

(Address and zip code of principal executive offices)

(414) 271-6755

(Registrant’s telephone number, including area code)

N/A

(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(s)	Name of each exchange on which registered
Common stock, par value $0.10 per share	SXT	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 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On December 4, 2025, the Board of Directors of Sensient Technologies Corporation adopted an amendment to the Company’s Amended and Restated By-Laws (the “Amended By-Laws”), effective immediately, to: (i) remove all references to the Finance Committee and (ii) reflect that the responsibilities previously within the scope of the Finance Committee have been transferred to the Audit and Compensation and Development Committees.

The foregoing description of the Amended By-Laws is qualified in its entirety by reference to the full text of the Amended By-Laws, which is filed as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits. The following exhibits are filed with this Current Report on Form 8-K:

EXHIBIT INDEX

Exhibit Number	Description
3.1	Amended and Restated By-Laws of Sensient Technologies Corporation, dated December 4, 2025.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.

	SENSIENT TECHNOLOGIES CORPORATION
	By:	/s/ John J. Manning
	Name:	John J. Manning
	Title:	Senior Vice President, General Counsel, and Secretary
	Date:	December 9, 2025

FAQ

What corporate change did Sensient Technologies (SXT) disclose in this 8-K?

Sensient Technologies disclosed that its Board of Directors amended the company’s Amended and Restated By-Laws to remove all references to the Finance Committee and reassign its responsibilities to the Audit and Compensation and Development Committees, effective December 4, 2025.

When did Sensient Technologies’ Board approve the by-law amendment?

The Board of Directors of Sensient Technologies approved the amendment to the Amended and Restated By-Laws on December 4, 2025, and the change became effective immediately on that date.

What happened to the Finance Committee at Sensient Technologies (SXT)?

The amendment to Sensient Technologies’ by-laws removes all references to the Finance Committee. Its prior responsibilities have been transferred to the company’s Audit Committee and Compensation and Development Committee.

Where can investors find the full text of Sensient Technologies’ amended by-laws?

The complete Amended and Restated By-Laws of Sensient Technologies Corporation, dated December 4, 2025, are filed as Exhibit 3.1 to this report and incorporated by reference.

Does this 8-K from Sensient Technologies include financial results or earnings data?

No. This 8-K from Sensient Technologies focuses on a governance change to the company’s by-laws related to Board committee responsibilities and does not provide financial results or earnings data.

Who signed this Sensient Technologies (SXT) report and in what capacity?

The report was signed on behalf of Sensient Technologies Corporation by John J. Manning, who serves as Senior Vice President, General Counsel, and Secretary.