8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (date of earliest event reported): August 12, 2022

Westlake Corporation

(Exact name of registrant as specified in its charter)

Delaware	001-32260	76-0346924
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

2801 Post Oak Boulevard, Suite 600 Houston, Texas	77056
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (713) 960-9111

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:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ 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(s)	Name of each exchange on which registered
Common Stock	WLK	The New York Stock Exchange
1.625% Senior Notes due 2029	WLK 29	The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in 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).

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 8.01 Other Events.

On August 12, 2022, Westlake Corporation, issued a press release announcing the expansion of its existing share repurchase program by an additional $500 million. A copy of the press release is furnished with this Current Report as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

The following exhibit is furnished herewith:

99.1	Press release issued on August 12, 2022.
104	The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

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.

		WESTLAKE CORPORATION
Date: August 15, 2022	By:	/s/ L. Benjamin Ederington
		L. Benjamin Ederington
		Executive Vice President - General Counsel, Chief
		Administrative Officer & Corporate Secretary

EX-99.1

Exhibit 99.1

Westlake Announces $500 Million Expansion of Existing Share Repurchase Program

and 20% Increase in Quarterly Dividend

HOUSTON, August 12, 2022 — The Board of Directors of Westlake Corporation (NYSE: WLK) today authorized the company to repurchase an additional $500 million of shares of its common stock under its existing share repurchase program. As of August 12, 2022, approximately 9.8 million shares of common stock had been acquired at an aggregate purchase price of approximately $600 million since the inception of its initial share repurchase program in 2011. After the expansion of the size of the current program, and as of August 12, 2022, an aggregate of approximately $550 million will be available for purchase under the program.

This expansion to the program is effective immediately. Repurchases under this program will be made through the open market or in privately negotiated transactions. Decisions regarding the amount and the timing of repurchases under the program will be subject to the company’s available liquidity and cash on hand, applicable legal requirements, general market conditions and other factors. The program does not obligate the company to repurchase any particular number of shares of common stock and may be discontinued by the Board of Directors at any time.

The Board of Directors also declared a regular dividend distribution of $0.3570 per share for the second quarter of 2022, an increase of 20% from the $0.2975 per share of the first quarter of 2022. This dividend will be payable on September 6, 2022, to stockholders of record on August 22, 2022.

This is the 72nd successive quarterly dividend that Westlake has declared since completing its initial public offering in August 2004.

The statements in this release that are not historical facts, including statements regarding future repurchases of common stock, are forward-looking statements. These forward-looking statements are subject to significant risks and uncertainties. Actual results could differ materially, based on factors including, but not limited to, the ultimate timing, outcome and results of integrating the operations of recent acquisitions; general economic and business conditions; the cyclical nature of the chemical and building products industries; availability, cost and volatility of raw materials and utilities; uncertainties associated with the United States, European and worldwide economies, including those due to political tensions and unrest; uncertainties associated with pandemic infectious diseases; and other risk factors. For more detailed information about the factors that could cause actual results to differ materially, please refer to Westlake’s Annual Report on Form 10-K for the year ended December 31, 2021, which was filed with the SEC in February 2022, and Westlake’s Quarterly Reports on Form 10-Q for the quarters ended March 31, 2022 and June 30, 2022, which were filed with the SEC in May and August 2022, respectively.

About Westlake

Westlake is a global manufacturer and supplier of materials and innovative products that enhance life every day. Headquartered in Houston, with operations in Asia, Europe and North America, we provide the building blocks for vital solutions — from housing and construction, to packaging and healthcare, to automotive and consumer. For more information, visit the Company’s web site at www.westlake.com.

Contacts

Media Relations – Ben Ederington—713-960-9111; Investor Relations—Steve Bender—713-960-9111

XML

Document and Entity Information	Aug. 12, 2022
Document And Entity Information [Line Items]
Entity Registrant Name	WESTLAKE CORP
Amendment Flag	false
Entity Central Index Key	0001262823
Document Type	8-K
Document Period End Date	Aug. 12, 2022
Entity Incorporation State Country Code	DE
Entity File Number	001-32260
Entity Tax Identification Number	76-0346924
Entity Address, Address Line One	2801 Post Oak Boulevard
Entity Address, Address Line Two	Suite 600
Entity Address, City or Town	Houston
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	77056
City Area Code	(713)
Local Phone Number	960-9111
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Common Stock [Member]
Document And Entity Information [Line Items]
Security 12b Title	Common Stock
Trading Symbol	WLK
Security Exchange Name	NYSE
Senior Notes [Member]
Document And Entity Information [Line Items]
Security 12b Title	1.625% Senior Notes due 2029
Trading Symbol	WLK 29
Security Exchange Name	NYSE