☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K OR Securities registered pursuant to Section 12(b) of the Act: | Title of each class | Trading Symbol(s) | Name of each exchange on which registered | | --- | --- | --- | | Common Stocks, no par value | OEC | New York Stock Exchange | Securities registered pursuant to section 12(g ...

ORION S.A. HOUSTON—February 17, 2026—Orion S.A. (NYSE: OEC), a specialty chemical company, today reported full year 2025 Net sales of $1.8 billion in 2025, a 4% decrease from the prior year, consisting of a 7% decline in price, including the pass-through effect of lower oil prices, offset by a 2% increase in volume and favorable foreign currency translation. Historically high levels of lower-tier tire imports into the Western Hemisphere and persistently soft demand in key industrial end-markets including tr ...

Specialty : Adjusted EBITDA of $94 million . Volumes decreased 5% due to weaker global demand. Net sales fell 4% on lower volumes and passthrough pricing, partially offset by favorable foreign currency translation. Adjusted EBITDA declined 14%, primarily due to lower demand.Rubber : Adjusted EBITDA of $155 million . Volumes increased 4%, mainly on higher demand in South America and APAC, partially offset by lower demand in EMEA. Net sales decreased 3% on lower pricing. Adjusted EBITDA declined 20% due to ad ...

Financial Data and Key Metrics Changes - The company reported full-year EBITDA of $248 million for 2025, exceeding previous expectations due to better-than-expected Q4 volumes, particularly in the Specialty segment [16][17] - Free cash flow for the year was $55 million, attributed to higher-than-expected EBITDA in Q4 and working capital initiatives [17][20] - Net debt at the end of the year was $920 million, with a leverage ratio of 3.7 times, down from 3.8 times at the end of Q3 [21] Business Line Data and Key Metrics Changes - The Rubber segment generated full-year adjusted EBITDA of $155 million, impacted by lower tire production rates in key Western markets and a 4% increase in volumes, mainly from South America and APAC [16][17] - The Specialty segment delivered adjusted EBITDA of $94 million, reflecting a 5% decrease in volumes due to soft global industrial activity [17] Market Data and Key Metrics Changes - The tire industry faced challenges due to elevated imports of lower-tier tires, which affected production rates and contract negotiations [7][9] - Recent trends indicate a reversal in consumer behavior, with Tier two and Tier one tires outselling Tier three brands for the first time last year, suggesting a potential recovery in demand [8] Company Strategy and Development Direction - The company is focused on managing costs and has implemented actions expected to drive $20 million in productivity and efficiency savings [10] - A shift in strategy towards maintaining market share rather than sacrificing volume for pricing has been adopted, aligning with customer needs during challenging market conditions [11] Management's Comments on Operating Environment and Future Outlook - Management expressed cautious optimism about potential recovery in the tire industry, citing improvements in underlying carbon black indicators and a rebound in freight activity [15][25] - The company anticipates generating adjusted EBITDA between $160 million and $200 million for 2026, with free cash flow expected to be between $25 million and $50 million [23][24] Other Important Information - The company achieved a near-record year for employee safety, with only three incidents reported across its global network [6] - An amendment to the credit agreement was successfully negotiated, providing flexibility to navigate through current market conditions [12][21] Q&A Session Summary Question: Guidance and Rubber Segment - The impact of contract negotiations on guidance was discussed, with management indicating that pricing was the largest factor affecting outcomes [27][29] Question: Free Cash Flow Expectations - Management provided insights on expected free cash flow for 2026, emphasizing active management of working capital and capital expenditures [35][36] Question: Capacity and Contracts - Questions regarding capacity under contract versus normal years were addressed, with management indicating a slight decrease in contracted capacity due to lower tire manufacturing trends [41][42] Question: Tax Items and Specialty Segment Timing - A significant tax item related to a goodwill impairment charge was discussed, with expectations for a return to normal tax rates going forward [44] Question: Accounts Payable and Working Capital Management - Management confirmed active management of working capital elements, including accounts payable, and indicated that the current level is sustainable [49][55] Question: Conductive Carbons and La Porte Plant Update - The timeline for the La Porte plant project was extended to 2027, aligning with market demand [56] Question: Tire Shipments into Europe - Management noted that tire imports to Europe were more stable compared to the U.S., with no significant surge observed [58] Question: Pricing Comparisons with Competitors - Management provided insights on pricing changes, indicating a lower percentage decrease compared to competitors [64]

Orion S.A. (NYSE:OEC) Q4 2025 Earnings call February 17, 2026 08:30 AM ET Company ParticipantsChris Kapsch - VP of Investor RelationsCorning Painter - CEOJohn Roberts - Managing DirectorJon Puckett - CFOJon Tanwanteng - Managing DirectorConference Call ParticipantsDan Rizzo - SVP and Equity AnalystJeff Zekauskas - Managing Director and Senior Equity Research AnalystJosh Spector - Equity Research AnalystOperatorGreetings. Welcome to the Orion S.A. fourth quarter 2025 earnings conference call. At this time, a ...

Orion S.A. (NYSE:OEC) Q4 2025 Earnings call February 17, 2026 08:30 AM ET Speaker7Greetings. Welcome to the Orion S.A. fourth quarter 2025 earnings conference call. At this time, all participants will be in listen-only mode. A question and answer session will follow the formal presentation. If anyone should require operator assistance during the conference, please press star zero from your telephone keypad. Please note, this conference is being recorded. I'll now hand the conference over to Chris Kapsch, Vi ...

Orion (OEC) came out with a quarterly loss of $0.34 per share versus the Zacks Consensus Estimate of a loss of $0.08. This compares to earnings of $0.35 per share a year ago. These figures are adjusted for non-recurring items.This quarterly report represents an earnings surprise of -353.33%. A quarter ago, it was expected that this producer of the chemcial additive carbon black would post earnings of $0.36 per share when it actually produced earnings of $0.29, delivering a surprise of -19.44%.Over the last ...

4Q and Full Year 2025 Earnings Conference Call Orion S.A. Forward -Looking Statements This presentation contains and refersto certain forward-looking statements with respect to our financial condition, results of operations and business. These statements constitute forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Forward-looking statements are statements of future expectations that are based on management's current expectat ...

East and Africa ("EMEA†) region. While net sales decreased 5% year over year, segment Adjusted EBITDA increased 6% driven by favorable product mix, as well as positive timing and favorable foreign currency translation.Rubber Carbon BlackOur Rubber Carbon Black segment's fourth quarter results continued to be impacted by lower tire production rates in key Western markets, resulting primarily from elevated levels of lower-tier tire imports and soft freight tonnage. Volumes declined 1% year over year, with l ...

Core Viewpoint - Orion S.A. is actively engaging with investors by participating in upcoming investor conferences, indicating a focus on investor relations and market presence [1]. Group 1: Conference Participation - Orion S.A. will attend the New York Stock Exchange (NYSE) Investor Access Day Series (Virtual) focused on the Materials Sector on March 5 [1]. - The company will also participate in Loop Capital Markets' 7th Annual Investor Conference (Virtual) on March 9 [1]. - Key executives attending these events include CEO Corning Painter and CFO Jon Puckett, highlighting the company's commitment to investor engagement [1].