8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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):

October 22, 2021

ORION ENGINEERED CARBONS S.A.

(Exact name of registrant as specified in its charter)

(281) 318-2959

(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

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. ☐

On October 22, 2021, Lorin Crenshaw, Chief Financial Officer of Orion Engineered Carbons S.A. (the “Company”), notified the Company of his resignation, effective immediately, to pursue another opportunity. Mr. Crenshaw will remain with the Company as an adviser until November 21, 2021.

On October 27, 2021, the Company announced that it has appointed Bob Hrivnak, who currently serves as the Company’s Chief Accounting Officer, as interim Chief Financial Officer, effective upon Mr. Crenshaw’s resignation.

On October 27, 2021, the Company issued a press release regarding the Chief Financial Officer transition, a copy of which is attached as Exhibit 99.1 hereto and is incorporated by reference herein.

(d) Exhibits

SIGNATURES

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.

Date: October 27, 2021

EXHIBIT 99.1

FORIMMEDIATE RELEASE: Oct. 27, 2021

ORIONENGINEERED CARBONS ANNOUNCES CFO TRANSITION, APPOINTMENT OF ROBERT HRIVNAK AS INTERIM CFO

HOUSTON – (Oct. 27, 2021) -- Orion Engineered Carbons (NYSE: OEC), a leading global supplier of specialty and high-performance carbon black, announced today that Lorin Crenshaw has decided to leave his position as chief financial officer to accept a leadership role at another public company. He will remain with Orion as an adviser until November 21, 2021.

"We appreciate the contributions Lorin made to the company during his tenure,” CEO Corning Painter said. “He has provided strong strategic financial leadership and played an integral role on our leadership team for the past two years. We wish him well in his future endeavors."

The company also announced that Bob Hrivnak has been named Interim CFO effective immediately. Bob joined the company in 2020 as chief accounting officer with over 30 years of experience as a financial executive, including holding the position of chief financial officer. He has a proven track record leading corporate finance and accounting control functions for multiple public companies. Orion has initiated a search to permanently fill its CFO position.

“Lorin and Bob have worked together for the past 18 months to further strengthen our excellent finance organization. Consequently, we anticipate a smooth transition of duties over the coming weeks,” Painter said.

The company will release its third quarter 2021 results after the market closes on Thursday, November 4, 2021, to be followed by a conference call on Friday, November 5, 2021, at 8:30 a.m. (EST). Details for the call can be found on the company’s investor website.

AboutOrion Engineered Carbons

Orion Engineered Carbons (NYSE:OEC) is a global supplier of carbon black products including high-performance specialty gas blacks, acetylene blacks, furnace blacks, lamp blacks, thermal blacks, and other carbon blacks that tint, colorize and enhance the performance of polymers, plastics, paints and coatings, inks and toners, textile fibers, adhesives and sealants, batteries, tires, and mechanical rubber goods, such as automotive belts and hoses. The company has over 125 years of history providing customized solutions from a network of 14 global production sites and is dedicated to responsible business practices that emphasize reliability, innovation and sustainability. For more information, please visit orioncarbons.com.

Forward-LookingStatements

This document contains certain forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements are statements of future expectations that are based on current expectations and assumptions and involve known and unknown risks and uncertainties that could cause actual results, performance or events to differ materially from those expressed or implied in these statements. You should not place undue reliance on forward-looking statements. Each forward-looking statement speaks only as of the date of the particular statement. New risk factors and uncertainties emerge from time to time and it is not possible to predict all risk factors and uncertainties, nor can we assess the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. We undertake no obligation to publicly update or revise any forward-looking statement as a result of new information, future events or other information, other than as required by applicable law.