STOCK TITAN

Keystone deal boosts Titan America (NYSE: TTAM) Mid-Atlantic reach

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(Neutral)
Filing Sentiment
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Titan America has completed the acquisition of Keystone Cement, a Pennsylvania-based cement and aggregates producer. Keystone adds 990,000 short tons per year of clinker production capacity and mineral assets that management currently expects could support more than 50 years of cement production and aggregates opportunities.

The deal expands Titan America’s geographic reach and strengthens its strategic position in the Mid-Atlantic region, adding more than 125 Keystone employees to the company. Management highlights that the investment aligns with its long-term growth strategy and complements existing operations across Florida, the Mid-Atlantic, and the Metro New York/New Jersey areas.

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Insights

Closing the Keystone Cement acquisition expands Titan America’s production base and Mid-Atlantic presence.

Titan America has finalized its purchase of Keystone Cement, adding 990,000 short tons per year of clinker production capacity. Management also cites substantial mineral assets that it currently believes can support more than 50 years of cement production and commercial aggregates opportunities.

The acquisition deepens Titan America’s footprint in the Mid-Atlantic, a region described as benefiting from high demand for performance construction materials and solutions. It also broadens the company’s vertically integrated network of plants, terminals, and ready-mix operations along the U.S. East Coast.

The release notes typical integration risks and broader macro risks, including those detailed in the 2025 Form 20-F and references to potential impacts from a prolonged conflict in Iran on infrastructure spending. Future disclosures may clarify financial contributions from Keystone and progress on integration.

Clinker production capacity added 990,000 short tons per year Current clinker production capacity from Keystone Cement
Estimated mineral asset life More than 50 years Management estimate of cement production and aggregates opportunities
Keystone employees joining More than 125 employees Team members welcomed to Titan America through acquisition
clinker production capacity financial
"Keystone adds 990,000 short tons per year of current clinker production capacity"
forward-looking statements regulatory
"This press release may include forward-looking statements"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
Regulation S-K 1300 regulatory
"A qualified person, as defined in Regulation S-K 1300, has not done sufficient work"
A U.S. securities regulation that sets clear standards for how mining companies must describe exploration results, mineral resources and mineral reserves in public filings. It requires consistent categories, supporting data and professional qualifications so investors can compare projects reliably, much like a standardized report card that reduces the risk of overstated claims and helps assess the value and uncertainty of a mining asset.
qualified person regulatory
"A qualified person, as defined in Regulation S-K 1300, has not done sufficient work"
A qualified person is someone with specialized knowledge, experience, and training in a particular field, allowing them to accurately assess and verify information or work. Their expertise helps ensure that reports, evaluations, or decisions are trustworthy and meet required standards. For investors, a qualified person provides confidence that the information they rely on is credible and properly validated.
mineral reserves financial
"not been verified as a current estimate of mineral resources or mineral reserves"
Mineral reserves are the amounts of a metal or mineral that a company has identified and can legally and economically extract with current technology. Think of it like the usable fuel in a car’s tank rather than all the oil in the ground; reserves determine how long a mine can produce, help estimate future revenue and costs, and shape a company’s value and investment risk.



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

FORM 6-K
_________________________________________________________________

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934

May 2026

Commission File Number 001-42510
_________________________________________________________________

Titan America SA
(Translation of Registrant’s Name Into English)
_________________________________________________________________

1000 Bruxelles,
Place Sainte-Gudule 14, Belgium
(Address of principal executive offices)
_________________________________________________________________

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
Form 20-F x Form 40-F o













Titan America SA
The following exhibit is attached:
EXHIBIT NO.DESCRIPTION
99.1
Press Release issued May 1, 2026, announcing closing of acquisition of Keystone Cement Company.






SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date: May 1, 2026
Titan America SA
By:s/ Larry Wilt
Name: Larry Wilt
Title:Chief Financial Officer


EXHIBIT 99.1
Titan America Closes Acquisition of Keystone Cement Company

Acquisition Expands Geographic Reach and Strengthens Long-Term
Strategic Positioning in the Mid-Atlantic Region

Norfolk, Virginia, May 1, 2026 Titan America SA (NYSE: TTAM), a leading fully-integrated producer and supplier of building materials, services, and solutions in the construction industry operating along the U.S. East Coast, completed the acquisition of Keystone Cement Holdings, Inc. and Keystone Cement Company LLC (together, “Keystone Cement” or “Keystone”), a Pennsylvania-based cement manufacturer and aggregates producer. As previously communicated, Keystone adds 990,000 short tons per year of current clinker production capacity and substantial mineral assets expected to support more than 50 years of cement production and commercial aggregates opportunities.

Bill Zarkalis, President and Chief Executive Officer of Titan America, said, “We are pleased to welcome the more than 125 Keystone team members to the Titan America family. Keystone adds to our domestic cement production capacity at an attractive valuation relative to scarce high-cost greenfield and brownfield investment alternatives. The investment aligns perfectly with our long-term growth strategy and expands Titan America’s presence in attractive geographies that benefit from high demand for performance construction materials and solutions, while strengthening the Company’s position in important markets in our Mid-Atlantic segment.”

About Titan America SA

Titan America is a leading vertically integrated producer of cement and building materials in the high-growth economic mega-regions of the U.S. East Coast, with operations and leading market positions across Florida, the Mid-Atlantic, and Metro New York/New Jersey. Titan America’s family of company brands includes Essex Cement, Roanoke Cement, Keystone Cement, Titan Florida, Titan Virginia Ready-Mix, S&W Ready-Mix, Powhatan Ready Mix, Titan Mid-Atlantic Aggregates, and Separation Technologies. Titan America’s operations include cement plants, construction aggregates and sand mines, ready-mix concrete plants, concrete block plants, fly ash production facilities, marine import and rail terminals, and distribution hubs.

Forward-Looking Statements

This press release may include forward-looking statements. Forward-looking statements are statements regarding or based upon our management’s current intentions, beliefs or expectations relating to, among other things, Titan America’s future results of operations, financial condition, liquidity, prospects, growth, production capacity, strategies, developments in the industry in which we operate. In some cases, you can identify forward-looking statements by terminology such as “believe,” “anticipate,” “continue,” “could,” “expect,” “goal,” “may,” “plan,” “predict,” “propose,” “should,” “target,” “will,” “would” and other similar expressions that are predictions of or indicate future events and future trends, or the negative of these terms or other comparable terminology. By their nature, forward-looking statements are subject to risks, uncertainties and assumptions that could cause actual results or future events to differ materially from those expressed or implied thereby. These include the risks detailed in our 2025 Annual Report filed on Form 20-F on March 24, 2026, as well as the integration of the Keystone Cement Company and a prolonged conflict in Iran negatively affecting infrastructure spending. These risks, uncertainties and assumptions could adversely affect the outcome and financial effects of the




plans and events described herein. Titan America undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. You should not place undue reliance on any such forward-looking statements, which speak only as of the date of this release. The information contained in this release is subject to change without notice. No re-report or warranty, express or implied, is made as to the fairness, accuracy, reasonableness or completeness of the information contained herein and no reliance should be placed on it.

* The information herein regarding mineral assets available for future cement production capacity represent management’s current estimate based on information provided by the Keystone Cement Company, which has not been verified as a current estimate of mineral resources or mineral reserves. A qualified person, as defined in Regulation S-K 1300, has not done sufficient work to estimate mineral reserves or mineral resources, as set forth under Regulation S-K 1300. Therefore, Titan America is not treating the historical estimates prepared by the Keystone Cement Company as current mineral reserve and mineral resource estimates, and you are specifically cautioned that Titan America may not be able to report mineral reserves under Regulation S-K 1300.

Contact

Investor Relations
Email: ir@titanamerica.com
Phone: 757-901-4152
Website: https://ir.titanamerica.com

FAQ

What did Titan America (TTAM) announce in this Form 6-K?

Titan America announced it has closed the acquisition of Keystone Cement, a Pennsylvania-based cement and aggregates producer. The deal expands Titan’s Mid-Atlantic presence and adds significant production capacity to its vertically integrated U.S. East Coast operations.

How much cement capacity does Keystone Cement add to Titan America (TTAM)?

Keystone Cement adds 990,000 short tons per year of current clinker production capacity to Titan America. This extra capacity supports the company’s long-term growth strategy and strengthens its ability to serve high-demand Mid-Atlantic construction markets.

What is the strategic importance of the Keystone Cement acquisition for Titan America (TTAM)?

The Keystone acquisition strengthens Titan America’s long-term strategic positioning in the Mid-Atlantic region. Management states it aligns with their growth strategy by expanding domestic cement capacity and presence in attractive geographies with high demand for construction materials.

How long are Keystone Cement’s mineral assets expected to support production for Titan America (TTAM)?

Management currently expects Keystone’s mineral assets could support more than 50 years of cement production and commercial aggregates opportunities. These estimates are based on Keystone’s historical information and are not treated as current mineral reserve or resource estimates under Regulation S-K 1300.

How many employees are joining Titan America (TTAM) through the Keystone Cement acquisition?

More than 125 Keystone Cement team members are joining Titan America through this acquisition. Management emphasizes welcoming these employees as part of integrating Keystone into its broader U.S. East Coast cement and building materials operations.

Filing Exhibits & Attachments

1 document