Tronox (NYSE: TROX) CFO sells shares to cover RSU tax withholding

Rhea-AI Filing Summary

Tronox Holdings plc Senior Vice President and Chief Financial Officer John Srivisal reported an open-market sale of 19,461 shares of common stock on March 6, 2026 at a weighted average price of $6.5925 per share. According to the disclosure, these shares were sold to cover tax withholding obligations related to the vesting of previously granted RSUs. After this transaction, he directly holds 279,677 shares of Tronox common stock. The shares were sold in multiple trades at prices ranging from $6.3850 to $7.1600 per share.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Srivisal John

(Last) (First) (Middle)

ONE STAMFORD PLAZA,

263 TRESSER BLVD., SUITE 1100

(Street)

STAMFORD CT 06901

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Tronox Holdings plc [ TROX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/06/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/06/2026		S		19,461(1)	D	$6.5925(2)	279,677	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents the number of shares sold by the reporting person to cover tax withholding obligations in connection with the vesting of previously granted RSUs.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.3850 to $7.1600, inclusive. The reporting person undertakes to provide to Tronox Holdings plc, any security holder of Tronox Holdings plc or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote of this Form 4.

	/s/ Jeffrey Neuman, as attorney-in-fact	03/09/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What insider transaction did Tronox (TROX) report for CFO John Srivisal?

Tronox reported that CFO John Srivisal sold 19,461 shares of common stock. The shares were sold on March 6, 2026 in open-market transactions mainly to cover tax withholding obligations from vesting RSUs, at a weighted average price of $6.5925 per share.

Why did the Tronox (TROX) CFO sell 19,461 shares in March 2026?

The shares were sold to cover tax withholding obligations tied to vesting RSUs. Rather than a discretionary portfolio move, the sale funded taxes owed when previously granted restricted stock units vested, as disclosed in the Form 4 footnotes.

What price did Tronox (TROX) CFO receive for the shares sold?

The weighted average sale price was $6.5925 per Tronox share. The filing states the 19,461 shares were sold in multiple transactions, with individual trade prices ranging from $6.3850 to $7.1600 per share on March 6, 2026.

How many Tronox (TROX) shares does the CFO still own after this sale?

After the sale, CFO John Srivisal directly owns 279,677 Tronox shares. The Form 4 lists this post-transaction balance, showing his remaining direct common stock holdings following the 19,461-share sale to satisfy RSU-related tax obligations.

Was the Tronox (TROX) CFO’s March 2026 share sale a routine tax transaction?

Yes, the filing describes the sale as covering tax withholding on vesting RSUs. Footnotes clarify that all 19,461 shares sold were used to satisfy tax obligations triggered when previously granted restricted stock units vested.