Tronox (NYSE: TROX) sets $0.05 dividend as director plans exit

Rhea-AI Filing Summary

Tronox Holdings plc announced that director Lucrece Foufopoulos-De Ridder will not seek re-election at the 2026 annual meeting when her current term ends. The company states her decision is due to other board time commitments and not any disagreement over operations, policies, or practices.

The Board also declared a quarterly cash dividend of $0.05 per share, payable on April 2, 2026, to shareholders of record at the close of business on February 23, 2026.

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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) February 11, 2026

TRONOX HOLDINGS PLC

(Exact Name of Registrant as Specified in Its Charter)

England and Wales	001-35573	98-1467236
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

263 Tresser Boulevard, Suite 1100		Laporte Road, Stallingborough
Stamford, Connecticut 06901		Grimsby, North East Lincolnshire, DN40 2PR, UK

 (Address of Principal Executive Offices) (Zip Code)

(203) 705-3800

(Registrant’s Telephone Number, Including Area Code)

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(s)	Name of exchange on which registered
	Ordinary shares, par value $0.01 per share	TROX	NYSE

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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On February 11, 2026, Mrs. Lucrece Foufopoulos-De Ridder, a member of the Board of Directors (the “Board”) of Tronox Holdings plc (the “Company”) and a member of the Corporate Governance & Sustainability Committee, notified the Company of her decision not to seek re-election at the Company’s 2026 annual meeting of shareholders, when her current term expires.  Mrs. Foufopoulos De-Ridder’s decision not to seek re-election was due to the time commitments associated with the other public company boards on which she is a director, and is not due to any disagreement with the Company on any matter relating to the Company's operations, policies, or practices.

Item 8.01. Other Events.

Attached as Exhibit 99.1 is a copy of a press release of Tronox Holdings plc (the “Company”), dated February 11, 2026, announcing that the Company’s Board of Directors declared a cash dividend of $0.05 per share payable on April 2, 2026 to shareholders of record at the close of business on February 23, 2026.

Item 9.01. Financial Statements and Exhibits.

(d)

Exhibit No.		Description
99.1		Press Release, dated February 11, 2026 reporting Tronox Holdings plc’s quarterly dividend.
104		Inline XBRL for the cover page of this Current Report on Form 8-K.

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.

		TRONOX HOLDINGS PLC
Date: February 11, 2026	By:	/s/ Jeffrey Neuman
		Name:	Jeffrey Neuman
		Title:	Senior Vice President, General Counsel and Secretary

Exhibit 99.1

Tronox Declares First Quarter 2026 Dividend

STAMFORD, Conn., February 11, 2026 / PRNewswire/ – Tronox Holdings plc (NYSE:TROX), the world’s leading integrated manufacturer of titanium dioxide pigment, announced today that its Board of Directors declared a quarterly dividend of $0.05 per share. The dividend is payable on April 2, 2026 to shareholders of record at the close of business on February 23, 2026.

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About Tronox

Tronox Holdings plc is one of the world’s leading producers of high-quality titanium products, including titanium dioxide pigment, specialty-grade titanium dioxide products and high-purity titanium chemicals, and zircon. We mine titanium-bearing mineral sands and operate upgrading facilities that produce high-grade titanium feedstock materials, pig iron and other minerals, including the rare earth-bearing mineral, monazite. With approximately 6,500 employees across six continents, our rich diversity, unmatched vertical integration model, and unparalleled operational and technical expertise across the value chain, position Tronox as the preeminent titanium dioxide producer in the world. For more information about how our products add brightness and durability to paints, plastics, paper and other everyday products, visit tronox.com.

Investor Relations and Media Contact: Jennifer Guenther

+1.646.960.6598 (Investor Relations)

+1.203.705.3701 extension: 103701 (Media)

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FAQ

What dividend did Tronox Holdings plc (TROX) declare for first quarter 2026?

Tronox declared a quarterly cash dividend of $0.05 per share. The dividend will be paid on April 2, 2026, to shareholders of record at the close of business on February 23, 2026, as approved by the company’s Board of Directors.

When is the record date and payment date for Tronox’s $0.05 dividend?

The record date is February 23, 2026, and payment is April 2, 2026. Shareholders listed as of the close of business on February 23, 2026, will be eligible to receive the $0.05 per share cash dividend on April 2, 2026.

Which Tronox director will not seek re-election in 2026?

Director Lucrece Foufopoulos-De Ridder will not seek re-election. She informed Tronox that she will leave the Board at the 2026 annual meeting when her term expires, citing time commitments from other public company boards rather than any disagreement with Tronox.

Did Tronox report any disagreement with the departing director?

No, Tronox stated there is no disagreement with the departing director. The company explains that Lucrece Foufopoulos-De Ridder’s decision not to seek re-election is due to time commitments from other public company boards, not issues with Tronox’s operations, policies, or practices.

What type of products does Tronox Holdings plc (TROX) produce?

Tronox produces high-quality titanium products and zircon. Its portfolio includes titanium dioxide pigment, specialty-grade titanium dioxide products, high-purity titanium chemicals, and zircon, supported by titanium-bearing mineral sands mining and upgrading facilities that also produce high-grade titanium feedstock materials and pig iron.

How large is Tronox’s global workforce and footprint?

Tronox has approximately 6,500 employees across six continents. The company highlights its diverse workforce, vertically integrated operations, and technical expertise across mining, upgrading, and production activities that support its position as a leading global titanium dioxide producer.

Filing Exhibits & Attachments

4 documents

Press Releases

• EX-99.1 EXHIBIT 99.1 4.5 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 3.8 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 21.5 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 15.7 KB