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Our common stock is listed on the New York Stock Exchange (“NYSE”) under the symbol “OEC”.
−Removed: As of February 9, 2024, there were approximately 12 record holders of our common stock, i.e.
−Removed: stockholders directly registered under their name in the Company’s physical stock ledger in Luxembourg.
+Added: As of February 14, 2025, there were approximately 11 record holders of our common stock, i.e., shareholders directly registered under their name in the Company’s physical stock ledger in Luxembourg, including Cede & Co.
+Added: as nominee of the Depository Trust Company.
+Added: A substantially greater number of holders of our common stock are “street name” or beneficial holders, whose shares are held by banks, brokers and other financial institutions.
During the fiscal year ended December 31, 2024, we did not sell any equity securities that were not registered under the Securities Act.
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See “Stock Repurchase Program” below.
−Removed: The information required by Item 201(d) of Regulation S-K is incorporated by reference to the Proxy Statement (as defined in Item 10 below) under the heading “ Equity Compensation Plan Information at December 31, 2023 .”
+Added: The information required by Item 201(d) of Regulation S-K is incorporated by reference to the Proxy Statement (as defined in Item 10) under the heading “ Equity Compensation Plan Information at December 31, 2024 ”, elsewhere in this Annual Report.
Dividend Policy
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In accordance with the authority granted by the Orion stockholders to the Board of Directors through stockholder resolution, on May 5, 2023, our Board of Directors approved a new stock repurchase program with authorization to management to purchase up to approximately 6.9 million stock of our outstanding common stock from time to time through open market purchases or public tender offers, including through the use of trading plans intended to qualify under Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, in accordance with applicable securities laws and other restrictions, at any time through June 2027 (“Stock Repurchase Program”).
−Removed: This new stock repurchase program is in addition to our previous stock repurchase program, which was adopted by our Board of Directors in 2022 and authorized management to purchase up to $50 million of our Common stock (“Prior Stock Repurchase Program”).
−Removed: The common stock repurchases, under the prior Repurchase Program , was completed during the second quarter of 2023.
−Removed: The maximum number of shares of our Common stock that may yet be purchased is not necessarily an indication of the number of stock that will ultimately be purchased.
+Added: The maximum number of shares of our Common stock that may yet be purchased is not necessarily an indication of the number of stocks that will ultimately be purchased.
Each authorization may be suspended or discontinued at any time and does not obligate us to acquire any specific amount of common stock.
−Removed: Period Total number of Common stocks purchased Average price paid per share Total number of Common stock purchased as part of publicly announced plans Maximum number of Common stock yet be purchased as part of publicly announced plans
+Added: Period Total number of Common stocks purchased Average price paid per share Total number of Common stocks purchased as part of publicly announced plans Maximum number of Common stocks yet be purchased as part of publicly announced plans
Stock Repurchase Program
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The performance graph and the information contained in this section is not “soliciting material,” is being furnished, not filed, with the SEC and is not to be incorporated by reference into any of our filings under the Securities Act or the Exchange Act whether made before or after the date hereof and irrespective of any general incorporation language contained in such filing.
−Removed: The graph below shows the relative investment performance of Orion Engineered Carbons S.A.'s common stock, the S&P Smallcap 600 Index and S&P Small Cap Chemicals Index since December 31, 2018.
+Added: The graph below shows the relative investment performance of Orion S.A.'s common stock, the S&P Smallcap 600 Index and S&P Small Cap Chemicals Index since December 31, 2019.
The graph assumes that $100 was invested on December 31, 2019 and any dividends paid were reinvested at the date of payment.
5 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.