Tronox (TROX) director sells 18,563 shares to cover RSU tax withholding

Rhea-AI Filing Summary

Tronox Holdings plc director Jean Francois Turgeon reported an open-market sale of common stock tied to tax withholding. He sold 18,563 shares of Tronox common stock at a weighted average price of $6.5985 per share in a transaction coded as an open-market sale.

According to the footnotes, these shares were sold to cover tax withholding obligations from the vesting of previously granted restricted stock units, rather than as a discretionary sale of investment holdings. After this transaction, Turgeon beneficially owned 754,009 Tronox common shares directly.

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^*

Turgeon Jean Francois

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

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		18,563(1)	D	$6.5985(2)	754,009	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 $6.3699 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.
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) director Jean Francois Turgeon report in this Form 4?

Jean Francois Turgeon reported selling 18,563 shares of Tronox common stock. The shares were sold in an open-market transaction at a weighted average price of $6.5985 per share, primarily to satisfy tax withholding obligations from vesting restricted stock units.

Was the Tronox (TROX) insider sale a discretionary sale or for tax withholding?

The sale was for tax withholding. The filing states the 18,563 shares were sold to cover tax withholding obligations arising from the vesting of previously granted restricted stock units, indicating it was a tax-related transaction rather than a purely discretionary portfolio sale.

How many Tronox (TROX) shares does Jean Francois Turgeon hold after this transaction?

Following the reported sale, Jean Francois Turgeon directly holds 754,009 shares of Tronox common stock. This figure reflects his beneficial ownership after disposing of 18,563 shares in connection with tax withholding related to vesting restricted stock units.

At what prices were the Tronox (TROX) shares sold in this insider transaction?

The shares were sold at a weighted average price of $6.5985 per share. The filing notes multiple individual trades occurred within a price range from $6.3699 to $7.1600, and detailed breakdowns are available upon request from the reporting person.

How many Tronox (TROX) shares did the insider sell in this Form 4 filing?

The insider sold 18,563 shares of Tronox common stock. These shares were disposed of in an open-market transaction, with the stated purpose of covering tax withholding obligations connected to the vesting of previously awarded restricted stock units.