Westlake Corporation 8-K Filings

Westlake Corporation (WLK) appointed Tommy E. Darby, age 45, as Vice President, Chief Accounting Officer, effective August 31, 2026. He was also appointed Vice President, Chief Accounting Officer of Westlake Chemical Partners GP LLC, the general partner of Westlake Chemical Partners LP, effective the same date. Darby previously held senior accounting and finance roles at Pactiv Evergreen Inc. (now Novolex), Valaris plc (now Valaris Limited), and worked in audit and assurance at Deloitte LLP. He holds bachelor’s and master’s degrees in accounting from the University of North Texas and is a Certified Public Accountant. Darby replaces Jeffrey A. Holy, who will move to Vice President, Finance and Investor Relations. The company states there are no family relationships, related-party transactions, or appointment arrangements requiring additional disclosure.

Westlake Corporation reported a sharp rebound in profitability for the quarter ended June 30, 2026. Net sales were $3.27 billion, up from $2.95 billion a year earlier, and net income attributable to the company was $260 million, or $2.01 per diluted share, compared with a loss of $1.11 per share. EBITDA reached $679 million, double the $340 million generated in the prior-year quarter and up strongly from $235 million in the first quarter, supported by higher average sales prices, increased volumes and progress on a three‑pillar profitability improvement plan targeting a $600 million operating income uplift in 2026.

In Housing and Infrastructure Products, sales were $1.25 billion with EBITDA of $276 million and a 22% margin, driven by strong pipe and fittings demand despite lower average prices. Performance and Essential Materials delivered $2.02 billion of sales and $416 million of EBITDA, a 21% margin, reversing last year’s loss on the back of higher polyethylene and PVC resin pricing and lower North American feedstock costs.

Westlake generated $318 million of operating cash flow and $111 million of free cash flow in the quarter, spent $207 million on capital expenditures, redeemed approximately $500 million of 3.60% 2026 senior notes and ended June 30, 2026 with $1.9 billion of cash, cash equivalents and fixed‑income investments and $5.1 billion of total debt. The company also acquired a PVC and VCM production site in Wilhelmshaven, Germany and replaced its existing revolving credit facility with a new $1.5 billion revolver maturing in 2031.

Westlake Corporation reports developments in a series of fourteen civil lawsuits in Europe known as the Ethylene Antitrust Litigation. On July 29, 2026, the District Court of Amsterdam dismissed claims against Westlake and other defendants in two Dutch cases: a lawsuit filed by Shell Chemical Europe B.V. in March 2023, in which the plaintiff had alleged approximately €1,025 million in damages plus statutory interest, and a lawsuit filed by Stichting Ethylene Claims in November 2023 seeking a declaratory judgment on liability for damages. Both dismissals are subject to appeal by the plaintiffs, and twelve additional lawsuits within the Ethylene Antitrust Litigation remain pending at first instance courts.

Westlake Corporation, through its wholly owned German subsidiary Westlake Vinnolit GmbH & Co. KG, has completed the previously announced acquisition of a polyvinyl chloride (PVC) and vinyl chloride monomer (VCM) production site in Wilhelmshaven, Germany.

The Wilhelmshaven plant, which was previously in insolvency administration, has capacity to produce 380,000 metric tons of PVC per year. Westlake states that the acquisition strengthens its Performance & Essential Materials business by expanding its global chlorovinyls manufacturing footprint and complements existing facilities in Europe and North America.

The site benefits from a deep-water dock on Germany’s North Sea coast, which is expected to support efficient raw-materials supply and logistics. Westlake also highlights the integration of the plant’s employees into its broader organization as part of this expansion.

Westlake Corporation reported results of its 2026 annual stockholder meeting. Stockholders elected five directors to the Board, with votes for individual nominees ranging from 116,153,586 to 122,162,962 shares, plus broker non-votes. An advisory vote to approve named executive officer compensation passed with 121,890,636 votes for, 1,497,095 against and 88,139 abstentions, along with 1,921,982 broker non-votes. Stockholders also ratified the appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, with 124,742,536 votes for, 643,992 against and 11,324 abstentions.

Westlake Corporation reported a larger loss but improving trends in first quarter 2026. Net sales were $2.65 billion versus $2.85 billion a year earlier. The company posted a net loss of $169 million, or $1.31 per share, and EBITDA of $150 million.

Results included $85 million of Identified Items, mainly a $67 million PVC pipe litigation settlement and $18 million of shutdown charges. Excluding these items, net loss was $100 million, or $0.77 per share, and EBITDA was $235 million.

Housing and Infrastructure Products generated $993 million of sales and $186 million EBITDA excluding Identified Items, with a 19% margin, helped by strong pipe and fittings demand from infrastructure spending. Performance and Essential Materials delivered $1.66 billion of sales and $36 million EBITDA excluding Identified Items.

Westlake ended March 31, 2026 with $2.5 billion in cash, cash equivalents and fixed‑income investments and $5.6 billion of total debt. Management targets a $600 million EBITDA uplift in 2026 from footprint optimization, cost savings and reliability, and now expects the HIP segment’s 2026 revenue and margin at the lower end of previously communicated ranges.

Westlake Corporation reports that it and its wholly owned subsidiary Westlake Vinnolit GmbH & Co. KG have signed a non-binding letter of intent with the preliminary insolvency administrator of VYNOVA Wilhelmshaven GmbH. The proposal is to acquire a polyvinyl chloride (PVC) and vinyl chloride monomer (VCM) production site in Wilhelmshaven, Germany.

The potential acquisition remains at an early stage and depends on negotiating definitive agreements, obtaining regulatory approvals, the formal commencement of insolvency proceedings, final approval by the creditors’ committee, and other conditions. Westlake highlights that related statements are forward-looking and subject to significant risks and uncertainties.

Westlake Corporation appointed Jonathan H. Baksht as Senior Vice President and Chief Financial Officer, effective June 15, 2026, succeeding M. Steven Bender, who will become Special Advisor to the President and retire by year-end. Baksht brings prior CFO experience from Fortune Brands Innovations, Pactiv Evergreen and Valaris, along with earlier roles in investment banking and consulting.

His compensation package includes a $200,000 sign-on cash award, a restricted stock unit grant with a grant date fair value of $1,800,000 that vests fully on June 15, 2029, $832,000 base salary for 2026, a target annual bonus of 90% of base pay and a long-term incentive target of 275% of base pay. He will also serve as CFO and a director of Westlake Chemical Partners GP LLC. The company notes there are no family relationships or related-party transactions requiring disclosure in connection with his appointment.

Westlake Corporation entered into a new unsecured revolving credit agreement with a syndicate of lenders, providing a senior revolving credit facility of up to $1.5 billion. This new facility replaces Westlake’s prior $1.5 billion revolving credit facility, which was terminated without costs or penalties.

Borrowings may bear interest at a Term SOFR-based rate plus a margin ranging from 1.000% to 1.625%, or at an ABR-based rate plus a margin ranging from 0.000% to 0.625%, in each case depending on Westlake’s credit rating. An undrawn commitment fee between 0.090% and 0.200% also applies based on credit ratings.

The facility, which matures on April 2, 2031, includes a $150 million sub-limit for letters of credit and a discretionary $50 million swingline loan commitment available on a same-day basis. Westlake may, subject to conditions and lender agreement, increase the facility size by up to $500 million in increments of at least $25 million. The agreement includes customary covenants, a quarterly total leverage ratio maintenance test, and standard events of default that can trigger accelerated repayment and higher default interest on overdue amounts.

Westlake Corporation announced a leadership transition in its Performance & Essential Materials segment. Robert F. Buesinger, currently Executive Vice President and Segment Head, will move to the role of Special Advisor to the President, effective April 2, 2026.

On the same date, the Board appointed Brian Powers as Senior Vice President, Performance & Essential Materials Segment Head. This change reflects planned succession around Mr. Buesinger’s upcoming retirement and keeps him involved in an advisory capacity to support continuity.

Westlake Corporation reported weak fourth-quarter and full-year 2025 results heavily affected by restructuring and shutdown charges. In the fourth quarter, net sales were $2.5 billion with a net loss of $544 million, or $4.22 per share, and EBITDA of negative $315 million. Identified shutdown and restructuring items totaling $511 million drove most of the loss; excluding these, the quarter showed a net loss of $33 million, or $0.25 per share, and EBITDA of $196 million.

For 2025, net sales were $11.2 billion and Westlake recorded a net loss of $1.508 billion versus net income of $602 million in 2024, including a $727 million goodwill write-off and other shutdown-related charges. On an adjusted basis excluding Identified Items, the full-year net loss was $116 million and EBITDA was $1.1 billion, down sharply from $2.3 billion in 2024, mainly due to lower prices and volumes and higher feedstock and energy costs.

The Housing and Infrastructure Products segment remained profitable with 2025 EBITDA of $839 million, while Performance and Essential Materials generated a full-year operating loss of $724 million even before Identified Items. Management highlighted a three‑pillar profitability improvement plan—footprint optimization, structural cost savings, and improved plant reliability—targeting a $600 million EBITDA uplift in 2026. The company achieved $170 million of cost savings in 2025 and ended the year with $2.9 billion of cash and securities and $5.6 billion of total debt.

Westlake Corporation announced that Executive Vice President and Chief Financial Officer M. Steven Bender plans to retire, with his departure effective when a successor is appointed. This signals an upcoming leadership transition in the company’s finance organization.

The board of directors was expanded to fourteen members and elected Bhavesh V. “Bob” Patel and President and CEO Jean-Marc Gilson as directors effective February 20, 2026. Patel will serve as a Class III director through the 2028 annual meeting and is expected to join multiple board committees. He will receive restricted stock units with a grant date fair value of $175,000 that vest on February 20, 2027. Gilson will serve as a Class I director through the 2026 annual meeting and will not receive additional compensation for his board service. The company also furnished a press release describing these board appointments.

Westlake Corporation has completed its previously announced acquisition of the global compounding solutions businesses of the ACI/Perplastic Group. The company disclosed the closing through a press release dated January 5, 2026, which is furnished as Exhibit 99.1 under a Regulation FD disclosure. This step confirms that the transaction has moved from agreement to completion.

The furnished press release is not treated as filed for liability purposes under the Exchange Act and is not automatically incorporated into other securities law filings unless specifically identified. No purchase price or financial terms are included in this disclosure.

Westlake Corporation has approved plans to shut several North American chlorovinyl and styrene production facilities, triggering significant restructuring costs. The closures include a PVC plant in Aberdeen, Mississippi with annual capacity of approximately 1 billion pounds of suspension PVC, VCM and diaphragm chlor-alkali units at its Lake Charles, Louisiana complex with capacities of about 910 million pounds of VCM, 825 million pounds of chlorine and 910 million pounds of caustic soda, and a styrene plant there with about 570 million pounds of capacity. Westlake plans to continue supplying customers from seven other North American chlorovinyl facilities.

The company expects total pre-tax costs of approximately $415 million from these shutdowns, consisting of about $357 million of noncash accelerated depreciation, amortization and asset write-off charges, $25 million of employee severance and separation costs, and $33 million of other plant shutdown costs. Operations at the affected facilities are expected to cease in December 2025 and result in a workforce reduction of roughly 295 employees, with most charges recognized in the fourth quarter of 2025 and related cash outflows occurring over several years. Westlake also shared a press release, investor presentation and conference call update tied to its Performance & Essential Materials profitability improvement plan.

Westlake Corporation announced the pricing and the expiration/results of its previously announced cash tender offer for any and all of its outstanding 3.600% Senior Notes due 2026. The updates were disclosed via two press releases issued on November 10, 2025 and furnished as Exhibits 99.1 and 99.2.

The tender offer remains subject to the terms and conditions set forth in the Offer to Purchase dated November 4, 2025. The information was furnished under Regulation FD (Item 7.01) and is not deemed filed under the Exchange Act.

Westlake Corporation announced an underwritten public debt offering of $600 million 5.550% senior notes due 2035 and $600 million 6.375% senior notes due 2055, issued off its Form S-3 shelf. The offering is expected to close on November 6, 2025, subject to customary conditions.

The company expects approximately $1.185 billion in net proceeds (after underwriting discounts and commissions). Westlake plans to use the proceeds first to fund a concurrent tender offer for any and all of its 3.600% senior notes due 2026, of which $750 million was outstanding as of September 30, 2025. Any remaining proceeds will fund part of the purchase price for the pending acquisition of the global compounding solutions business of the ACI/Perplastic Group and for general corporate purposes, including working capital. The offering is not contingent on completing the acquisition or the tender offer.

The notes will be issued under Westlake’s existing indenture and a fifteenth supplemental indenture, which include covenants limiting certain secured debt, sale-leasebacks, and specified mergers or asset transfers, subject to significant exceptions.

Westlake Corporation announced a cash tender offer for any and all of its outstanding 3.600% Senior Notes due 2026, subject to the terms and conditions in an Offer to Purchase dated November 4, 2025.

On the same day, the company also announced its intention to offer senior unsecured notes in an underwritten public offering pursuant to its effective Form S-3 shelf registration. Both announcements were made via press releases furnished as exhibits.

Westlake Corporation (WLK) furnished a press release announcing its third‑quarter 2025 results. The company also scheduled a conference call on October 30, 2025 to discuss the quarter and made an investor presentation available. The materials were provided as Exhibit 99.1 (press release) and Exhibit 99.2 (investor presentation) and were furnished, not filed, under the Exchange Act.

Westlake Corporation reported that on August 26, 2025 it entered into an agreement to acquire the global compounding solutions businesses of the ACI/Perplastic Group. The company disclosed this agreement through a Regulation FD communication, indicating it views the transaction as important information for the market. Details of the deal terms and strategic rationale are described in a press release furnished as Exhibit 99.1 to the report.

The press release and related disclosure are furnished rather than filed, which limits their use for certain liability purposes under U.S. securities laws unless later specifically incorporated into other company filings.