OLIN Corp 8-K

What Happened
Olin Corporation (OLN) filed an 8‑K on April 30, 2026 reporting that shareholders approved the Olin Corporation 2026 Long Term Incentive Plan (2026 LTIP), effective immediately. The Board amended the Bylaws to reduce the Board from nine to eight directors following completion of W. Anthony Will’s term. At the annual meeting held April 30, 2026, eight director nominees were re‑elected and shareholders also ratified KPMG LLP as auditor and gave advisory approval to executive compensation. The Board declared a quarterly cash dividend of $0.20 per share payable June 12, 2026 (record date May 14, 2026), Olin’s 398th consecutive quarterly dividend.

Key Details

• Shareholder meeting: April 30, 2026; 98,824,236 shares present of 113,857,037 entitled to vote (quorum).
• 2026 LTIP vote: 81,035,245 for; 3,812,272 against; 229,181 abstentions; 13,747,538 broker non‑votes.
• Award types authorized under the 2026 LTIP: fully vested director stock grants; restricted stock units (RSUs) vesting in equal annual installments over 3 years; performance share units (PSUs) tied to Adjusted EBITDA and relative TSR with payout range 0%–240% over a 3‑year performance cycle; non‑qualified stock options vesting over 3 years with a 10‑year term. Award agreement forms filed as exhibits.
• Bylaws amended (effective April 30, 2026) to reduce Board size from nine to eight after Mr. Will’s term; all eight nominees elected for one‑year terms.

Why It Matters

• The 2026 LTIP authorizes equity compensation (shares, RSUs, PSUs, options) for directors, executives and key employees under specified vesting and performance terms; investors should note the plan’s structure (time‑based and performance‑based awards) and that award agreement forms are filed with the 8‑K.
• Governance change: reducing the Board to eight members and re‑election of nominees may affect board dynamics and oversight.
• Income: the declared $0.20 quarterly dividend (payable June 12, 2026) continues Olin’s long history of regular payouts, now at 398 consecutive quarters.