Tronox (NYSE: TROX) SVP sells shares to cover RSU tax obligations

Rhea-AI Filing Summary

Tronox Holdings plc senior vice president and general counsel Jeffrey N. Neuman reported an open-market sale of 22,965 shares of common stock on March 6, 2026 at a weighted average price of $6.5945 per share. Footnotes explain the sale was made to cover tax withholding obligations tied to the vesting of previously granted restricted stock units.

After this transaction, Neuman directly holds 248,831 common shares and indirectly holds 10,266 shares through the Jeffrey Neuman Revocable Trust. A separate footnote notes a prior transfer of 102,059 shares to his ex-spouse under a divorce settlement, which he no longer reports as beneficially owned.

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Neuman Jeffrey N

(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, General Counsel & Sec.

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		22,965(1)	D	$6.5945(2)	248,831(3)	D
Common Stock								10,266	I	Jeffrey Neuman Revocable Trust

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 $6.3600 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.

3. Reflects the transfer by the reporting person of 102,059 shares of common stock to his ex-spouse pursuant to a divorce settlement agreement. The reporting person no longer reports as beneficially owned any securities owned by his ex-spouse.

	/s/ Jeffrey Neuman	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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Tronox (TROX) executive Jeffrey Neuman report in this Form 4?

Jeffrey N. Neuman reported selling 22,965 Tronox common shares on March 6, 2026. The sale was to cover tax withholding from vesting restricted stock units, and was executed at a weighted average price of about $6.59 per share.

Why did Tronox (TROX) SVP Jeffrey Neuman sell 22,965 shares?

The 22,965-share sale was made to cover tax withholding obligations arising from the vesting of previously granted RSUs. This type of transaction is often administrative, reflecting tax requirements rather than a discretionary decision to reduce ownership.

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

Neuman’s sale used a weighted average price of $6.5945 per share. Footnotes state the individual trades occurred in multiple transactions within a price range from $6.36 to $7.16 per share on the transaction date.

How many Tronox (TROX) shares does Jeffrey Neuman own after this Form 4?

Following the reported sale, Neuman directly owns 248,831 Tronox common shares. He also indirectly owns 10,266 shares through the Jeffrey Neuman Revocable Trust, according to the ownership information disclosed in the filing.

What does the divorce-related transfer in Jeffrey Neuman’s Tronox (TROX) holdings mean?

A footnote states Neuman transferred 102,059 Tronox shares to his ex-spouse under a divorce settlement agreement. He no longer reports any securities held by his ex-spouse as beneficially owned, reducing the total holdings he discloses.

Was Jeffrey Neuman’s Tronox (TROX) share sale an open-market transaction?

Yes. The transaction is coded as an open-market or private sale of common stock. However, the filing clarifies that the purpose of this sale was to satisfy tax withholding obligations from vesting RSUs, not a discretionary liquidation of shares.