LSB INDUSTRIES, INC. 8-K

What Happened
LSB Industries, Inc. filed an 8-K (filed Jan 21, 2026) disclosing that on January 14, 2026 the company entered into severance and change‑in‑control agreements with two executive vice presidents: Damien J. Renwick (Executive VP & Chief Commercial Officer) and Scott D. Bemis (Executive VP, Manufacturing). The agreements provide specified cash payouts if a Change in Control occurs during the agreement term and the executive is terminated by the company without “Cause” or leaves for “Good Reason” within the defined Change in Control Period.

Key Details

• Agreements signed Jan 14, 2026; Initial Term runs Jan 14, 2026–Jan 15, 2027 and automatically renews for successive 12‑month periods unless the company gives ≥90 days’ notice.
• Change in Control Period = 180 days before through 12 months after the closing of a Change in Control; “Change in Control” follows the company’s 2025 LTIP definition and must meet Section 409A rules.
• If a qualifying termination occurs: Renwick is entitled to 2× his annual base salary; Bemis is entitled to 1× his annual base salary — payments conditioned on timely execution of a release of claims.
• The agreements’ term may extend beyond a renewal if a Change in Control occurs until (i) the first anniversary of the closing, (ii) all obligations are satisfied, or (iii) certain terminations or death/disability occur.

Why It Matters
These agreements create potential severance obligations (2× and 1× base salary) that would become payable in the event of a qualifying termination tied to a corporate change in control. For investors, this is a governance and cash‑flow item to note: such arrangements are designed to retain and protect executives during potential M&A activity and can affect post‑transaction compensation costs. The full agreements are filed as exhibits to the 8‑K for anyone wanting the complete terms.