Document/ExhibitDescriptionPagesSize 1: 8-K Current Report HTML 39K
2: EX-3.1 Bylaws Amended Effective 11092022 HTML 98K
3: EX-99.1 Press Release Dated November 10, 2022 HTML 21K
7: R1 Document and Entity Information HTML 49K
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(Registrant’s telephone number, including area code)
(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 (see General Instruction A.2. below):
i☐
Written communications pursuant to Rule 425 under
the Securities Act (17 CFR 230.425)
i☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
i☐
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
i☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities
registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol
Name of each exchange on which registered
iCommon Stock, $1.00 par value per share
iOLN
iNew
York Stock Exchange
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).
i☐
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.
(b). On November 9, 2022, Mr. Scott D. Ferguson, a member of the Board of Directors (“Board”) of Olin Corporation (“Olin”), notified Olin of his decision to resign from the Board and the Compensation Committee of the Board, effective immediately. Mr. Ferguson’s decision to resign is not the result of any disagreement with Olin on any matter relating to Olin’s operations, policies, or practices. A copy of a press release announcing Mr. Ferguson’s resignation is attached as Exhibit 99.1 to this Current Report on Form 8-K. Mr.
Ferguson served as a director of Olin since February 2020.
The Board approved an amendment to Article II, Section 1 of Olin’s Bylaws to decrease the size of the Board from ten to nine directors, following the resignation of Mr. Ferguson from the Board, effective November 9, 2022. A copy of the amended Bylaws is filed as Exhibit
3.1 hereto and is incorporated by reference into this Item 5.03.
Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURE
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.