WESTLAKE CORP false 0001262823 0001262823 2025-11-04 2025-11-04 0001262823 us-gaap:CommonStockMember 2025-11-04 2025-11-04 0001262823 us-gaap:SeniorNotesMember 2025-11-04 2025-11-04
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported): November 4, 2025
Westlake Corporation
(Exact name of registrant as specified in its charter)
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| Delaware |
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001-32260 |
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76-0346924 |
| (State or other jurisdiction of incorporation) |
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(Commission File Number) |
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(I.R.S. Employer Identification No.) |
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| 2801 Post Oak Boulevard, Suite 600 Houston, Texas |
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77056 |
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(Zip Code) |
Registrant’s telephone number, including area code: (713) 960-9111
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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| Title of each class |
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Trading Symbol(s) |
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Name of each exchange on which registered |
| Common Stock |
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WLK |
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The New York Stock Exchange |
| 1.625% Senior Notes due 2029 |
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WLK 29 |
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The New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 7.01 |
Regulation FD Disclosure |
Tender Offer
On November 4, 2025, Westlake Corporation (the “Company”) issued a press release announcing the commencement of a cash tender offer (the “Tender Offer”) for any and all of its outstanding 3.600% Senior Notes due 2026. The Tender Offer is subject to the terms and conditions set forth in the Offer to Purchase, dated November 4, 2025. A copy of the press release is attached as Exhibit 99.1 to this report and is incorporated by reference herein.
Senior Notes Offering
On November 4, 2025 the Company issued a press release announcing its intention to offer senior unsecured notes (the “Notes”) in an underwritten public offering pursuant to the Company’s registration statement on Form S-3 (File No. 333-291208) (the “Notes Offering”). A copy of the press release is attached as Exhibit 99.2 to this report and is incorporated herein by reference.
The information furnished pursuant to this Item 7.01, including Exhibits 99.1 and 99.2, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and will not be incorporated by reference into any registration statement filed by the Company under the Securities Act unless specifically identified as being incorporated therein.
This Current Report on Form 8-K does not constitute an offer to purchase securities or a solicitation of an offer to sell any securities or an offer to sell or the solicitation of an offer to purchase any securities nor does it constitute an offer or solicitation in any jurisdiction in which such offer or solicitation is unlawful.
| Item 9.01 |
Financial Statements and Exhibits. |
(d) Exhibits
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| Exhibit
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Description |
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| 99.1 |
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Press Release issued by Westlake Corporation on November 4, 2025 announcing commencement of the Tender Offer. |
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| 99.2 |
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Press Release issued by Westlake Corporation on November 4, 2025 announcing commencement of the Notes Offering. |
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| 104 |
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Cover Page Interactive Data File, formatted in Inline XBRL. |
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 hereunto duly authorized.
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WESTLAKE CORPORATION |
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| Date: November 4, 2025 |
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By: |
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/s/ L. Benjamin Ederington |
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L. Benjamin Ederington |
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Executive Vice President, Legal and External Affairs |
