WESTLAKE CORP 8-K

What Happened

• Westlake Corporation filed an 8-K on February 23, 2026 announcing that Executive Vice President and Chief Financial Officer M. Steven Bender notified the company on February 19, 2026 of his intention to retire, effective upon appointment of his successor.
• On February 20, 2026 the Board increased its size to 14 directors and elected Bhavesh V. “Bob” Patel and Jean‑Marc Gilson to the Board. A company press release announcing the board changes was furnished as Exhibit 99.1.

Key Details

• CFO retirement notice: M. Steven Bender notified the company on February 19, 2026; retirement effective upon successor appointment.
• Board expansion & elections: Board size increased to 14; Bhavesh V. “Bob” Patel elected as a Class III director (term through 2028); Jean‑Marc Gilson elected as a Class I director (term through 2026).
• Compensation and awards: The Board authorized restricted stock units (RSUs) for Mr. Patel under the 2013 Omnibus Incentive Plan with an aggregate grant-date fair value of $175,000; RSUs vest fully on February 20, 2027 subject to continued service.
• Roles and background: Mr. Patel (age 59) is a seasoned chemical-industry executive (former CEO of LyondellBasell and President of Standard Industries) and is expected to join Audit, Compensation, Corporate Risk & Sustainability, and Nominating & Governance committees. Mr. Gilson is the Company’s President & CEO and will receive no additional compensation for board service.
• Disclosure: Company states there are no reportable related-party transactions for either new director under Item 404(a) of Regulation S-K (other than prior proxy disclosures for Mr. Gilson).

Why It Matters

• Leadership transition: The planned retirement of the CFO is material because it will lead to a change in senior financial leadership; investors should watch for announcements naming a successor and any related transition plans.
• Board composition and governance: Adding Bhavesh Patel brings experienced chemical-industry and public-company board experience to Westlake, which may influence oversight of strategy, risk, and compensation. Mr. Gilson’s election formalizes the CEO’s role on the Board.
• Financial impact: The RSU grant to Mr. Patel ($175,000 fair value) is modest relative to company size; the filing includes no other immediate financial statements or earnings information.
• Next steps for investors: Monitor future filings for the formal appointment of a new CFO, any related changes to executive compensation, and additional corporate governance disclosures.