LyondellBasell Industries N.V.
For the period ended Sep 30, 2025. Filed Oct 31, 2025.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2025 · Filed Oct 31, 2025
Extracted filing text, with the paragraph anchors used by the comparison.
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Shareholders’ Equity and Redeemable Non-controlling Interests
- Shareholders’ Equity and Redeemable Non-controlling Interests
Shareholders’ Equity
Dividend Distributions—The following table summarizes the quarterly dividends paid in the period presented:
| Millions of dollars, except per share amounts | Dividend PerOrdinary Share | AggregateDividends Paid | Date of Record |
|---|---|---|---|
| March 2025 | $1.34 | $433 | March 10, 2025 |
| June 2025 | 1.37 | 445 | June 2, 2025 |
| September 2025 | 1.37 | 443 | August 25, 2025 |
| $4.08 | $1,321 |
Share Repurchase Authorization—In May 2025, our shareholders approved a proposal to authorize us to repurchase up to 34.0 million ordinary shares, through November 23, 2026 (“2025 Share Repurchase Authorization”), which superseded any prior repurchase authorizations. The timing and amount of these repurchases, which are determined based on our evaluation of market conditions and other factors, may be executed from time to time through open market or privately negotiated transactions. In September 2025, we amended our Senior Revolving Credit Facility which now restricts share repurchases except to offset dilution. The repurchased shares, which are recorded at cost, are classified as Treasury stock and may be retired or used for general corporate purposes, including for various employee benefit and compensation plans.
The following table summarizes our share repurchase activity for the periods presented:
| Millions of dollars, except shares and per share amounts | SharesRepurchased | AveragePurchasePrice Per Share | Total Purchase Price, IncludingCommissions and Fees |
|---|---|---|---|
| For the nine months ended September 30, 2025: | |||
| 2024 Share Repurchase Authorization | 3,037,987 | $66.01 | $201 |
| For the nine months ended September 30, 2024: | |||
| 2024 Share Repurchase Authorization | 1,222,170 | $95.91 | $117 |
Total cash paid for share repurchases for the nine months ended September 30, 2025 and 2024 was $201 million and $117 million, respectively.
Ordinary Shares—The changes in the outstanding amounts of ordinary shares are as follows:
| Nine Months EndedSeptember 30, | ||
|---|---|---|
| 2025 | 2024 | |
| Ordinary shares outstanding: | ||
| Beginning balance | 323,889,832 | 324,483,402 |
| Share-based compensation | 537,907 | 1,230,284 |
| Employee stock purchase plan | 442,927 | 258,912 |
| Purchase of ordinary shares | (3,037,987) | (1,222,170) |
| Ending balance | 321,832,679 | 324,750,428 |
Treasury Shares—The changes in the amounts of treasury shares held by the Company are as follows:
| Nine Months EndedSeptember 30, | ||
|---|---|---|
| 2025 | 2024 | |
| Ordinary shares held as treasury shares: | ||
| Beginning balance | 16,532,666 | 15,939,096 |
| Share-based compensation | (537,907) | (1,230,284) |
| Employee stock purchase plan | (442,927) | (258,912) |
| Purchase of ordinary shares | 3,037,987 | 1,222,170 |
| Ending balance | 18,589,819 | 15,672,070 |
Accumulated Other Comprehensive Loss—The components of, and after-tax changes in, Accumulated other comprehensive loss as of and for the nine months ended September 30, 2025 and 2024 are presented in the following tables.
Foreign Currency Translation Adjustments below include currency translation adjustments as well as gains (losses) on net investment hedges; the associated tax benefits or expenses are calculated separately for each component.
| Millions of dollars | FinancialDerivatives | Defined BenefitPension and OtherPostretirementBenefit Plans | ForeignCurrencyTranslationAdjustments | Total |
|---|---|---|---|---|
| Balance – December 31, 2024 | $(111) | $(281) | $(1,140) | $(1,532) |
| Other comprehensive (loss) income before reclassifications | (65) | (3) | 98 | 30 |
| Tax benefit before reclassifications | 16 | 1 | 92 | 109 |
| Amounts reclassified from accumulated other comprehensive loss | 52 | 3 | — | 55 |
| Tax expense | (13) | (2) | — | (15) |
| Net other comprehensive (loss) income | (10) | (1) | 190 | 179 |
| Balance – September 30, 2025 | $(121) | $(282) | $(950) | $(1,353) |
| Millions of dollars | FinancialDerivatives | Defined BenefitPension and OtherPostretirementBenefit Plans | ForeignCurrencyTranslationAdjustments | Total |
|---|---|---|---|---|
| Balance – December 31, 2023 | $(226) | $(279) | $(971) | $(1,476) |
| Other comprehensive (loss) income before reclassifications | (17) | — | 20 | 3 |
| Tax benefit before reclassifications | 4 | — | 10 | 14 |
| Amounts reclassified from accumulated other comprehensive loss | 100 | 13 | — | 113 |
| Tax expense | (25) | (3) | — | (28) |
| Net other comprehensive income | 62 | 10 | 30 | 102 |
| Balance – September 30, 2024 | $(164) | $(269) | $(941) | $(1,374) |
The amounts reclassified out of each component of Accumulated other comprehensive loss are as follows:
| Three Months EndedSeptember 30, · Nine Months EndedSeptember 30, · Affected Line Item onthe ConsolidatedStatements of Income | |||||
|---|---|---|---|---|---|
| Millions of dollars · 2025 · 2024 · 2025 · 2024 | |||||
| Reclassification adjustments for: | |||||
| Financial derivatives: | |||||
| Commodities | $— | $2 | $— | $4 | Sales and other operating revenues |
| Commodities | 11 | 34 | 13 | 107 | Cost of sales |
| Foreign currency | 1 | 13 | 36 | (14) | Interest expense |
| Interest rates | 1 | 1 | 3 | 3 | Interest expense |
| Income tax expense | (3) | (13) | (13) | (25) | (Benefit from) provision for income taxes |
| Financial derivatives, net of tax | 10 | 37 | 39 | 75 | |
| Amortization of defined pension items: | |||||
| Actuarial loss | 4 | 4 | 10 | 2 | Other income, net |
| Prior service cost | — | 1 | 2 | 11 | Other income, net |
| Curtailment gain | — | — | (9) | — | (Loss) income from discontinued operations, net of tax |
| Income tax expense | (1) | (2) | (2) | (3) | (Benefit from) provision for income taxes |
| Defined pension items, net of tax | 3 | 3 | 1 | 10 | |
| Total reclassifications, before tax | 17 | 55 | 55 | 113 | |
| Income tax expense | (4) | (15) | (15) | (28) | Provision for income taxes |
| Total reclassifications, after tax | $13 | $40 | $40 | $85 | Amount included in net income |
Redeemable Non-controlling Interests
Our redeemable non-controlling interests relate to shares of cumulative perpetual special stock (“redeemable non-controlling interest stock”) issued by a consolidated subsidiary. As of September 30, 2025 and December 31, 2024, we had 112,965, and 113,053 shares of redeemable non-controlling interest stock outstanding, respectively. These shares may be redeemed at any time at the discretion of the holders.
In January, May, and August 2025, we paid cash dividends of $15.00 per share to our redeemable non-controlling interest shareholders of record as of January 15, 2025, April 15, 2025, and July 15, 2025. These dividends totaled $5 million for each of the nine month periods ended September 30, 2025 and 2024.
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