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Ownership Document |
Schema Version: X0508 |
Document Type: 4 |
Period of Report: 3/22/24 |
Not Subject to Section 16: 0 |
Issuer: |
| Issuer CIK: 1609804 |
| Issuer Name: Orion S.A. |
| Issuer Trading Symbol: OEC |
Reporting Owner: |
| Reporting Owner ID: |
| | Owner CIK: 1797804 |
| | Owner Name: Niewiem Sandra |
| Reporting Owner Address: |
| | Owner Street 1: C/O ORION ENGINEERED CARBONS LLC |
| | Owner Street 2: 1700 CITY PLAZA DRIVE, SUITE 300 |
| | Owner City: SPRING |
| | Owner State: TX |
| | Owner ZIP Code: 77389 |
| | Owner State Description: |
| Reporting Owner Relationship: |
| | Is Director? No |
| | Is Officer? Yes |
| | Is Ten Percent Owner? No |
| | Is Other? No |
| | Officer Title: Sr. VP Global Specialties |
| | Other Text: |
Aff 10b5 One: 0 |
Non-Derivative Table: |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Shares, no par value |
| | Transaction Date: |
| | | Value: 3/22/24 |
| | Deemed Execution Date: |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: F |
| | | Equity Swap Involved? No |
| | Transaction Timeliness: |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 1992 |
| Footnote ID: F1 |
| | | Transaction Price Per Share: |
| Value: 23.08 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 16,812 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Shares, no par value |
| | Transaction Date: |
| | | Value: 3/22/24 |
| | Deemed Execution Date: |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: A |
| | | Equity Swap Involved? No |
| | Transaction Timeliness: |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 10,649 |
| Footnote ID: F2 |
| | | Transaction Price Per Share: |
| Value: 0 |
| | | Transaction Acquired-Disposed Code: |
| Value: A |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 27,461 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
| Non-Derivative Transaction: |
| | Security Title: |
| | | Value: Common Shares, no par value |
| | Transaction Date: |
| | | Value: 3/22/24 |
| | Deemed Execution Date: |
| | Transaction Coding: |
| | | Transaction Form Type: 4 |
| | | Transaction Code: F |
| | | Equity Swap Involved? No |
| | Transaction Timeliness: |
| | Transaction Amounts: |
| | | Transaction Shares: |
| Value: 5,057 |
| Footnote ID: F3 |
| | | Transaction Price Per Share: |
| Value: 23.08 |
| | | Transaction Acquired-Disposed Code: |
| Value: D |
| | Post-Transaction Amounts: |
| | | Shares Owned Following Transaction: |
| Value: 22,404 |
| | Ownership Nature: |
| | | Direct or Indirect Ownership: |
| Value: D |
Footnotes: |
| Footnote - F1: Shares withheld by the Issuer to satisfy tax withholding requirements on vesting of restricted stock units. |
| Footnote - F2: Represents the vesting and settlement of performance-based restricted stock units in shares of common stock following the satisfaction of certain performance criteria. |
| Footnote - F3: Shares withheld by the Issuer to satisfy tax withholding requirements on vesting of performance-based restricted stock units. |
Owner Signature: |
| Signature Name: /s/ Sandra Niewiem |
| Signature Date: 3/26/24 |