1 unchanged sentence
Adoption of 10b5-1 Trading Plans by Our Officers and Directors
−Removed: During our fiscal quarter ended September 30, 2023, one of our directors (as defined in Rule 16a-1(f) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) entered into a contract, instruction or written plan for the purchase or sale of our securities that is intended to satisfy the conditions specified in Rule 10b5-1(c) under the Exchange Act for an affirmative defense against liability for trading in securities on the basis of material nonpublic information.
−Removed: We refer to this contract, instruction, and written plan as a “Rule 10b5-1 trading plan.”
−Removed: We describe the material terms of this Rule 10b5-1 trading plan below.
−Removed: Golsen, Member Board of Directors
−Removed: On September 14, 2023 , Barry H.
−Removed: Golsen , a member of our board of directors , entered into a Rule 10b5-1 trading plan that is intended to satisfy the affirmative defense of Rule 10b5-1(c) and provides that Mr.
−Removed: Golsen, acting through a broker, may sell up to an aggregate of 576,047 shares of our common stock, subject to adjustments for stock splits, stock combinations, stock dividends and other similar changes to our common stock in certain trust's which he is trustee over.
−Removed: The total vested common shares held by Mr.
−Removed: Golsen is 677,081 .
−Removed: Sales of shares under the plan may only occur from December 15, 2023 to December 31, 2024.
−Removed: The plan is scheduled to terminate on December 31, 2024 , subject to earlier termination upon the sale of all shares subject to the plan or the expiration of all sale orders under the plan, upon termination by Mr.
−Removed: Golsen or the broker, or as otherwise provided in the plan.
−Removed: See “Index to Exhibits”
+Added: During our fiscal quarter ended March 31, 2024, certain of our officers (as defined in Rule 16a-1(f) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) entered into contracts, instructions or written plans for the purchase or sale of our securities that are intended to satisfy the conditions specified in Rule 10b5-1(c) under the Exchange Act for an affirmative defense against liability for trading in securities on the basis of material nonpublic information.
+Added: We refer to these contracts, instructions, and written plans as a “Rule 10b5-1 trading plan.” We describe the material terms of this Rule 10b5-1 trading plans below.
+Added: Foster, Executive Vice President, General Counsel & Secretary
+Added: On March 12, 2024 , Michael J.
+Added: Foster , our Executive Vice President, General Counsel & Secretary , entered into a Rule 10b5-1 trading plan that is intended to satisfy the affirmative defense of Rule 10b5-1(c) and provides that Mr.
+Added: Foster, acting through a broker, may sell up to an aggregate of 72,000 shares of our common stock, subject to adjustments for stock splits, stock combinations, stock dividends and other similar changes to our common stock.
+Added: The total vested and unvested common shares held by Mr.
+Added: Foster is 478,167 .
+Added: Sales of shares under the plan may only occur from June 11, 2024 to June 10, 2025 .
+Added: The plan is scheduled to terminate on June 10, 2025 , subject to earlier termination upon the sale of all shares subject to the plan or the expiration of all sale orders under the plan, upon termination by Mr.
+Added: Foster or the broker, or as otherwise provided in the plan.
+Added: Carver, Senior Vice President and Treasurer
+Added: On March 13, 2024 , Kristy D.
+Added: Carver , our Senior Vice President and Treasurer , entered into a Rule 10b5-1 trading plan that is intended to satisfy the affirmative defense of Rule 10b5-1(c) and provides that Ms.
+Added: Carver, acting through a broker, may sell up to an aggregate of 26,813 shares of our common stock, subject to adjustments for stock splits, stock combinations, stock dividends and other similar
+Added: changes to our common stock.
+Added: The total vested and unvested common shares held by Ms.
+Added: Carver is 109,763 .
+Added: S ales of shares under the plan may only occur from June 12, 2024 to February 28, 2025 .
+Added: The plan is scheduled to terminate on February 28, 2025 , subject to earlier termination upon the sale of all shares subject to the plan or the expiration of all sale orders under the plan, upon termination by Ms.
+Added: Carver or the broker, or as otherwise provided in the plan.
+Added: See “Index to Exhibits” on page 35 .
Index to Exhibits Item 6.
3 unchanged sentences
Restated Certificate of Incorporation of LSB Industries, Inc., dated January 21, 1977, as amended August 27, 1987
−Removed: Exhibit 3(i).1 to the Company’s Form 10-K filed on February 28, 2013
+Added: Exhibit 3(i).1 to the Company’s Form 10-K filed on February 28, 2013
Certificate of Amendment to the Restated Certificate of Incorporation of LSB Industries, dated September 23, 2021
−Removed: Exhibit 3(i).2 to the Company’s Registration Statement on Form S-3 filed on November 16, 2021
+Added: Exhibit 3(i).2 to the Company’s Registration Statement on Form S-3 filed on November 16, 2021
Second Amended and Restated Bylaws of LSB Industries, Inc., dated July 19, 2021
−Removed: Exhibit 3.1 to the Company’s Form 8-K filed July 20, 2021
−Removed: Amended and Restated Section 382 Rights Agreement, dated as of August 22, 2023, between LSB Industries, Inc.
−Removed: and Computershare Trust Company, N.A., as rights agent
−Removed: Exhibit 4.1 to the Company’s Form 8-K filed August 25, 2023
+Added: Exhibit 3.1 to the Company’s Form 8-K filed July 20, 2021
Certification of Mark T.
6 unchanged sentences
Maguire, Chief Financial Officer, furnished pursuant to Sarbanes-Oxley Act of 2002, Section 906
−Removed: Inline XBRL Instance Document –
−Removed: the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
+Added: Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
Inline XBRL Taxonomy Extension Schema Document
5 unchanged sentences
(a) Filed herewith or furnished herewith.
−Removed: Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has caused the undersigned, duly authorized, to sign this report on its behalf on this 2 nd day of November 2023.
+Added: Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has caused the undersigned, duly authorized, to sign this report on its behalf on this 30 th day of April 2024.
LSB INDUSTRIES, INC.
3 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.