Tronox Holdings plc 8-K, filed Dec 15, 2022
Tronox Holdings plc (TROX)
8-K
2022-12-15
For: 2022-12-15
View Original
Added on
April 07, 2026
About this 8-K
Tronox Holdings plc filed this 8-K on December 15, 2022.
Items reported
- Item 5.02: Director or officer change, or executive pay
- Item 7.01: Regulation FD disclosure
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): December 15, 2022 (December 15, 2022 )
(Exact Name of Registrant as Specified in Its Charter)
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(State or Other Jurisdiction of Incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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Laporte Road, Stallingborough
Grimsby, North East Lincolnshire, DN40 2PR, United Kingdom
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(Address of Principal Executive Offices) (Zip Code)
(203 ) 705-3800
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following
provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading Symbol(s)
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Name of exchange on which registered
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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. ☐
| Item 5.02. |
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
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On December 15, 2022, Tronox Holdings plc (the “Company”) announced that Timothy C. Carlson, the Company’s Senior Vice President and
Chief Financial Officer, will retire from the Company effective as of April 1, 2023. The Company also announced that John Srivisal, currently the Company’s Senior Vice President, Business Development and Finance, has been named as Mr. Carlson’s
successor, effective as of April 1, 2023.
Mr. Carlson's departure is not the result of any disagreement with the Company.
Mr. Srivisal, 44, joined Tronox in March 2018 to lead the Company’s business development efforts, including closing the Company’s transformative
acquisition of the Cristal TiO2 business from The National Titanium Dioxide Company Ltd. and subsequently leading the integration and synergy program. In May 2020, he additionally assumed responsibility for the Company’s financial
planning and analysis activities. Mr. Srivisal brings over two decades of finance experience as an investment banker and senior corporate executive across a variety of industries on capital markets and mergers and acquisition transactions. Mr.
Srivisal graduated magna cum laude with a Bachelor of Science degree in economics (concentration in finance) and a minor in mathematics from the Wharton School of the University of Pennsylvania. There are no arrangements between Mr. Srivisal and
any other person pursuant to which he was selected to serve as Chief Financial Officer of the Company, and there is no family relationship between Mr. Srivisal and any other director or executive officer of the Company. In addition, there are no
related party transactions between Mr. Srivisal and the Company that would be required to be reported pursuant to Item 404(a) of Regulation of S-K of the Securities Act of 1933, as amended (the “Securities Act”)
It is expected that the Company and Mr. Srivisal will enter into an offer letter in connection with his appointment to the Chief
Financial Officer position. Once finalized, any such offer letter and its terms will be filed as an amendment to this Current Report on Form 8-K and will be incorporated therein by reference.
| Item 7.01. |
Regulation FD Disclosure.
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A copy of the Company's press release regarding these events is furnished hereto as Exhibit 99.1.
Such information, including the Exhibit 99.1 furnished hereto, shall not be deemed “filed” for purposes of Section 18 of the
Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in any filing under the Securities Act, or Exchange Act, except as shall be expressly set forth by specific reference in any such
filing.
| Item 9.01. |
Financial Statements and Exhibits
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(d) Exhibits.
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Exhibit
No.
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Description
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Press Release dated December 15, 2022
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104
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Inline XBRL for the cover page of this Current Report on Form 8-K
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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.
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TRONOX HOLDINGS PLC
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Date: December 15, 2022
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By:
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/s/ Jeffrey Neuman
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Name:
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Jeffrey Neuman
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Title:
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Senior Vice President, General Counsel and Secretary
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Exhibit 99.1
Tronox Announces Chief Financial Officer Retirement and Succession Plan
John Srivisal, Currently SVP, Named as CFO Successor, Effective April 2023
STAMFORD, Conn., Dec. 15, 2022/PRNewswire/ — Tronox Holdings plc (NYSE:TROX) (“Tronox” or the “Company”), the world’s leading integrated manufacturer of titanium dioxide
pigment, today announced that Tim Carlson, Tronox’s Senior Vice President and Chief Financial Officer, will retire from Tronox on April 1, 2023. John Srivisal, currently Senior Vice President, Business Development and Finance, has been named as
Tronox’s next CFO effective April 1, 2023.
Mr. Carlson joined Tronox in October 2016 as Senior Vice President and Chief Financial Officer. His leadership and financial acumen have played a central role in the
Company's transformation, with Tronox now better positioned than ever to navigate the current market and deliver long-term shareholder value. During his tenure, Mr. Carlson built a cohesive finance organization and led the Company through the close
of the pivotal Cristal transaction, strengthened the balance sheet through significant debt reduction actions, and enabled positive cash flow generation.
Mr. Srivisal joined Tronox in March 2018 to lead the Company’s business development efforts, including closing the Company’s transformative acquisition of the Cristal TiO2
business from The National Titanium Dioxide Company Ltd. and subsequently leading the integration and synergy program. In May 2020, he additionally assumed responsibility for the Company’s financial planning and analysis activities. Mr. Srivisal
brings over two decades of finance experience as an investment banker and senior corporate executive across a variety of industries on capital markets and mergers and acquisition transactions. Mr. Srivisal holds a Bachelor of Science degree in
Economics with a concentration in finance from the Wharton School of the University of Pennsylvania.
Jean Francois Turgeon, co-Chief Executive Officer, commented, “Tim has played a key role in the transformation of Tronox and, in particular, the development of our
finance organization over his more than six years with our Company. Co-CEO John Romano and I, along with the rest of the Tronox team, would like to thank Tim for his tireless commitment, leadership, and contributions that will leave a lasting legacy
on our organization. We wish him all the best as he and his family move into this next phase after a long and successful career.”
Mr. Carlson, CFO, commented, “I am extremely proud to have played a role in Tronox’s transformation to where it is today – well positioned to navigate the current
environment and deliver meaningful value in the future. I have worked very closely with John Srivisal over the past several years as a business partner on the executive team and am confident that the leadership, financial skills, and strategic vision
he brings to the role will continue to position Tronox for success. I would like to thank our board, John and JF, and my colleagues for an incredible experience during my six years with Tronox.”
John D. Romano, co-Chief Executive Officer, concluded, “The Board, JF, and I want to congratulate John Srivisal on his well-earned succession to CFO. With his proven
track record as a leader overseeing our financial planning and analysis team and navigating the complex financial capital markets, John brings an ideal set of capabilities and experience to bear as he assumes the helm of Tronox’s finance
organization.”
About Tronox
Tronox Holdings plc is one of the world's leading producers of high-quality titanium products, including
titanium dioxide pigment, specialty-grade titanium dioxide products and high-purity titanium chemicals, and zircon. We mine titanium-bearing mineral sands and operate upgrading facilities that produce high-grade titanium feedstock materials, pig
iron and other minerals. With approximately 6,500 employees across six continents, our rich diversity, unmatched vertical integration model, and unparalleled operational and
technical expertise across the value chain, position Tronox as the preeminent titanium dioxide producer in the world. For more information about how our products add brightness
and durability to paints, plastics, paper and other everyday products, visit tronox.com.
Media Contact: Melissa Zona
+1.636.751.4057
Investor Contact: Jennifer Guenther
+1.646.960.6598