Ternium (NYSE: TX) closes $315.2M buy of Usiminas shares

Rhea-AI Filing Summary

Ternium S.A. completed a strategic share purchase in Brazil’s Usiminas. Its subsidiary Ternium Investments S.à r.l. acquired 153.1 million ordinary shares of Usinas Siderúrgicas de Minas Gerais S.A. – Usiminas from Nippon Steel Corporation and Mitsubishi Corporation for approximately $315.2 million in cash, finalizing a previously announced transaction involving the remainder of Nippon Group’s participation in Usiminas’ control group.

Insights

Cross-border M&A and steel sector analyst

Ternium consolidates its position in Usiminas’ control group with a $315.2M cash deal.

Ternium reports that its subsidiary bought 153.1 million ordinary Usiminas shares from Nippon Steel Corporation and Mitsubishi Corporation for about $315.2 million in cash. The transaction covers the Nippon Group’s remaining participation in Usiminas’ control group.

This move further aligns Ternium with Usiminas’ controlling bloc, potentially strengthening governance influence and strategic coordination between the companies. The press release does not quantify Usiminas’ total equity or Ternium’s resulting percentage stake, so the scale relative to each company is not detailed here.

The deal is framed as the completion of a transaction previously disclosed on November 5, 2025, suggesting that many commercial terms were already known to the market. Future company filings may provide additional information on how this acquisition affects Ternium’s financial position and integration with Usiminas.

FORM 6 - K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Report of Foreign Private Issuer

Pursuant to Rule 13a - 16 or 15d - 16 of

the Securities Exchange Act of 1934

As of 2/10/2026

Ternium S.A.

(Translation of Registrant's name into English)

Ternium S.A.

26, Boulevard Royal, 4th floor

L-2449 Luxembourg

(352) 2668-3152

(Address of principal executive offices)

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

Form 20-Fa Form 40-F __

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12G3-2(b) under the Securities Exchange Act of 1934.

Yes __ Noa

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):

Not applicable

The attached material is being furnished to the Securities and Exchange Commission pursuant to Rule 13a-16 and Form 6-K under the Securities Exchange Act of 1934, as amended.

This report contains Ternium S.A.’s press release announcing that Ternium completes acquisition of Nippon Groups’ remainder participation in Usiminas’ Control Group.

SIGNATURE

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.

TERNIUM S.A.

By: /s/ Guillermo Etchepareborda        By: /s/ Sebastián Martí

Name: Guillermo Etchepareborda        Name: Sebastián Martí

Title: Attorney in Fact                Title: Attorney in Fact

Dated: February 10, 2026

Sebastián Martí

Ternium - Investor Relations

+1 (866) 890 0443

+54 (11) 4018 8389

www.ternium.com

Ternium Completes Acquisition of Nippon Groups’ Remainder Participation in Usiminas’ Control Group

Luxembourg, February 10, 2026 – Ternium S.A. (NYSE: TX) announced today that its subsidiary Ternium Investments S.à r.l. completed the acquisition of 153.1 million ordinary shares of Usinas Siderúrgicas de Minas Gerais S.A. – Usiminas (“Usiminas”) from Nippon Steel Corporation and Mitsubishi Corporation for a total consideration of approximately $315.2 million in cash, pursuant to the transaction previously disclosed on November 5, 2025.

Forward Looking Statements

Some of the statements contained in this press release are “forward-looking statements”. Forward-looking statements are based on management’s current views and assumptions and involve known and unknown risks that could cause actual results, performance or events to differ materially from those expressed or implied by those statements. These risks include but are not limited to risks arising from uncertainties as to gross domestic product, related market demand, global production capacity, tariffs, cyclicality in the industries that purchase steel products and other factors beyond Ternium’s control.

About Ternium

Ternium is a leading steel producer in the Americas, providing advanced steel products to a wide range of manufacturing industries and the construction sector. We invest in low carbon emissions steelmaking technologies to support the energy transition and the mobility of the future. We also support the development of our communities, especially through educational programs in Latin America. More information about Ternium is available at www.ternium.com.

FAQ

What transaction did Ternium (TX) just complete involving Usiminas?

Ternium completed a cash acquisition of Usiminas shares. Through its subsidiary, it bought 153.1 million ordinary shares of Usiminas from Nippon Steel Corporation and Mitsubishi Corporation for approximately $315.2 million, completing the Nippon Group’s remainder participation in Usiminas’ control group.

How much did Ternium (TX) pay for the additional Usiminas shares?

Ternium paid about $315.2 million in cash. Its subsidiary Ternium Investments S.à r.l. acquired 153.1 million ordinary shares of Usiminas from Nippon Steel and Mitsubishi in a single cash transaction, as part of a previously disclosed agreement dated November 5, 2025.

How many Usiminas shares did Ternium (TX) acquire from Nippon Group?

Ternium acquired 153.1 million ordinary Usiminas shares. These shares were purchased from Nippon Steel Corporation and Mitsubishi Corporation, representing the Nippon Group’s remaining participation in Usiminas’ control group, for a total cash consideration of approximately $315.2 million.

Which Ternium (TX) subsidiary executed the Usiminas share purchase?

The transaction was carried out by Ternium Investments S.à r.l. This Luxembourg-based subsidiary of Ternium S.A. completed the acquisition of 153.1 million ordinary Usiminas shares from Nippon Steel Corporation and Mitsubishi Corporation under the previously disclosed November 5, 2025 agreement.

When was Ternium’s Usiminas acquisition originally disclosed to investors?

The transaction was previously disclosed on November 5, 2025. The latest announcement states that Ternium has now completed the acquisition of 153.1 million Usiminas shares, fulfilling the terms of the agreement first communicated on that November 5, 2025 disclosure.

What does Ternium (TX) say about risks in this Usiminas-related press release?

The company includes standard forward-looking statement cautions. It notes that results may differ due to risks such as GDP uncertainty, market demand, global steel capacity, tariffs, and cyclicality in steel-consuming industries, along with other factors beyond Ternium’s control.