[Form 4] Tronox Holdings plc Insider Trading Activity

Rhea-AI Filing Summary

Romano John D reported acquisition or exercise transactions in a Form 4 filing for TROX. The filing lists transactions totaling 341,855 shares. Following the reported transactions, holdings were 1,575,340 shares.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Romano John D

Role CEO and Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	341,855	$0.00	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 1,575,340 shares (Direct); Common Stock — 100,000 shares (Indirect, Romano Living Trust)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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^*

Romano John D

(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
X	Officer (give title below)		Other (specify below)
	CEO and Director

3. Date of Earliest Transaction (Month/Day/Year)
02/11/2026

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	02/11/2026		A		341,855(1)	A	$0	1,575,340	D
Common Stock								100,000	I	Romano Living 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. The Restricted Share Units subject to this grant shall vest in equal annual portions on each of March 5, 2027, March 5, 2028 and March 5, 2029 (each, a "Vest Date") provided that the Participant is then providing services to the Company on each such Vest Date.

	/s/ Jeffrey Neuman, as attorney-in-fact	02/13/2026
	** 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 insider transaction did Tronox (TROX) report for John D. Romano?

John D. Romano received a grant of 341,855 Tronox common shares. The award was reported as an acquisition at $0 per share, indicating an equity grant rather than a market purchase, and increased his directly held beneficial ownership to 1,575,340 shares.

How do the 341,855 Tronox (TROX) shares granted to John D. Romano vest?

The 341,855-share award vests in three equal annual installments. The Restricted Share Units vest on March 5, 2027, March 5, 2028 and March 5, 2029, provided Romano is still providing services to Tronox on each respective vesting date.

What is John D. Romano’s total Tronox (TROX) share ownership after this Form 4?

After the reported grant, Romano beneficially owns 1,575,340 shares directly. In addition, 100,000 Tronox common shares are held indirectly through the Romano Living Trust, giving him a combined reported beneficial interest in both direct and indirect holdings.

Was cash paid for the 341,855 Tronox (TROX) shares reported on this Form 4?

No cash was paid for the 341,855 shares; they were granted at $0 per share. The transaction code reflects a grant, award or other acquisition, meaning the shares were received as compensation rather than bought in the open market.

What role does John D. Romano hold at Tronox (TROX) in this Form 4?

John D. Romano is identified as CEO and Director of Tronox Holdings plc. The filing confirms his status as both an officer and a director, which requires reporting changes in his beneficial ownership of Tronox common stock under insider reporting rules.