Item 5. Market for Registrant’s Common Equity
Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
Our common stock is listed on the New York Stock Exchange (“NYSE”) under the symbol “OEC”.
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. as nominee of the Depository Trust Company. 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.
From time to time, we may repurchase our common stock in the open market pursuant to programs approved by our Board. See “Stock Repurchase Program” below.
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
In accordance with the Luxembourg Company Law, the general meeting of stockholders has the power to make a resolution on the payment of dividends upon the recommendation of the Board of Directors. In deciding whether to recommend any future dividend, the Board of Directors would take into account any legal or contractual limitation, our actual and anticipated future earnings, cash flows, debt service and capital requirements, our business plans and such other matters as the Board of Directors believes appropriate, in its discretion. Generally, any dividend approved by a general meeting of stockholders would be paid out shortly after the meeting.
Luxembourg withholding tax at a rate of 15% is deducted from dividend payments, subject to certain exemptions and reductions in certain circumstances.
Stock Repurchase Program
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”).
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.
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
October 1 — 31, 2024
— $ — — 5,384,875
November 1 — 30, 2024
164,912 18.00 164,912 5,219,963
December 1 — 31, 2024
331,971 16.86 331,971 4,887,992
Common stock Repurchased in 2024 fourth quarter
496,883 496,883 4,887,992
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Performance Graph
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.
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. The graph is presented pursuant to SEC rules and is not meant to be an indication of our future performance.
2019 2020 2021 2022 2023 2024
Orion S.A. $ 100.00 $ 90.40 $ 96.83 $ 94.52 $ 147.67 $ 84.42
S&P Smallcap 600 100.00 111.29 141.13 118.41 137.42 149.37
S&P Small Cap Chemicals Index 100.00 118.61 148.68 127.25 135.24 128.11
Item 6. Reserved
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