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

Rhea-AI Filing Summary

Tronox Holdings plc senior vice president Jeffrey A. Engle reported an open-market sale of 14,575 shares of common stock. The shares were sold on March 6, 2026 at a weighted average price of $6.596 per share, in multiple trades between $6.365 and $7.160.

According to the disclosure, the sale was made to cover tax withholding obligations tied to the vesting of previously granted restricted stock units. After this tax-related sale, Engle beneficially owns 175,251 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^*

Engle Jeffrey A.

(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 Commercial 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		14,575(1)	D	$6.596(2)	175,251	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 $6.3650 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) executive Jeffrey Engle report in this Form 4?

Jeffrey A. Engle reported selling 14,575 Tronox common shares on March 6, 2026. The filing shows this was an open-market transaction made to cover tax withholding obligations from vesting restricted stock units, leaving him with 175,251 shares held directly.

At what price did Jeffrey Engle sell Tronox (TROX) shares in the latest filing?

The Form 4 reports a weighted average price of $6.596 per share for Jeffrey Engle’s sale of 14,575 Tronox shares. Trades occurred in multiple transactions, with prices ranging from $6.365 to $7.160 per share, according to the filing footnote.

How many Tronox (TROX) shares does Jeffrey Engle hold after this transaction?

After the March 6, 2026 tax-related sale, Jeffrey Engle directly holds 175,251 shares of Tronox common stock. The Form 4 indicates these shares are held under direct ownership, reflecting his remaining equity position following the RSU-related withholding sale.

Why did Jeffrey Engle sell Tronox (TROX) shares according to the Form 4?

The filing states the 14,575 shares were sold to cover tax withholding obligations arising from the vesting of previously granted restricted stock units. This means the transaction was primarily a tax-related sale, not described as a discretionary reduction of his Tronox holdings.

Was Jeffrey Engle’s Tronox (TROX) share sale a single trade or multiple trades?

The Form 4 explains the reported price is a weighted average, with shares sold in multiple transactions between $6.365 and $7.160 per share. Engle has undertaken to provide detailed trade breakdowns to Tronox, shareholders, or regulators upon request.