0001282637-19-000013.txt : 20190606 0001282637-19-000013.hdr.sgml : 20190606 20190606103041 ACCESSION NUMBER: 0001282637-19-000013 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20181231 FILED AS OF DATE: 20190606 DATE AS OF CHANGE: 20190606 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NEWMARKET CORP CENTRAL INDEX KEY: 0001282637 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL ORGANIC CHEMICALS [2860] IRS NUMBER: 000000000 STATE OF INCORPORATION: VA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32190 FILM NUMBER: 19881720 BUSINESS ADDRESS: STREET 1: 330 S FOURTH ST STREET 2: PO BOX 2189 CITY: RICHMOND STATE: VA ZIP: 23218-2189 BUSINESS PHONE: 804-788-5000 MAIL ADDRESS: STREET 1: 330 S FOURTH ST STREET 2: PO BOX 2189 CITY: RICHMOND STATE: VA ZIP: 23218-2189 11-K 1 neu12311811k.htm FORM 11-K Document
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
 
FORM 11-K
 
ý
ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Fiscal Year Ended December 31, 2018
OR
 
¨
TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from                      to                     
Commission File Number 001-32190
 
A.
Full title of the plan and the address of the plan, if different from that of the issuer named below:
SAVINGS PLAN FOR THE EMPLOYEES
OF NEWMARKET CORPORATION AND AFFILIATES
 
B.
Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:

NEWMARKET CORPORATION
330 SOUTH FOURTH STREET
RICHMOND, VIRGINIA 23219-4350
 
 
 






Savings Plan for the Employees of NewMarket Corporation and Affiliates
Index of Financial Statements and Supplemental Schedule
 
 
 
*
Other schedules required by 29 CFR 2520.103-10 of the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 are not included because they are not applicable.




REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


To the Employee Savings Plan Committee, Plan Administrator, and Plan Participants of the
Savings Plan for the Employees of NewMarket Corporation and Affiliates
Opinion on the Financial Statements
We have audited the accompanying statements of net assets available for benefits of the Savings Plan for the Employees of NewMarket Corporation and Affiliates (the Plan) as of December 31, 2018 and 2017, the related statements of changes in net assets available for benefits for the years then ended, and the related notes to the financial statements (collectively, the financial statements). In our opinion, the financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2018 and 2017, and the changes in net assets available for benefits for the years then ended, in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on the Plan's financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Plan in accordance with U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to fraud or error. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Report on Supplemental Information
The supplemental information in the accompanying schedule of Schedule H, Line 4i - Schedule of Assets (Held at End of Year) as of December 31, 2018, has been subjected to audit procedures performed in conjunction with the audit of the Plan’s financial statements. The supplemental information is presented for the purpose of additional analysis and is not a required part of the financial statements but includes supplemental information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The supplemental information is the responsibility of the Plan's management. Our audit procedures included determining whether the supplemental information reconciles to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplemental information.
In forming our opinion on the supplemental information in the accompanying schedule, we evaluated whether the supplemental information, including its form and content, is presented in conformity with the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. In our opinion, the supplemental information in the accompanying schedule is fairly stated in all material respects in relation to the financial statements as a whole.

/s/ PBMares, LLP

We have served as the Plan's auditor since 2017.

Richmond, Virginia
June 6, 2019

 

1


Savings Plan for the Employees of NewMarket Corporation and Affiliates
Statements of Net Assets Available for Benefits
December 31, 2018 and December 31, 2017
 
 
 
 
2018
 
2017
Assets
 
 
 
 
Investments, at fair value (Note 3)
 
$
441,693,129

 
$
491,518,087

Receivables
 
 
 
 
 Employee contributions
 
0

 
60,327

 Employer contributions
 
0

 
26,022

 Interest and dividends
 
825,720

 
878,920

 Notes receivable from participants
 
2,906,481

 
2,990,323

 Due from trustee
 
800

 
0

Total receivables
 
3,733,001

 
3,955,592

Cash (Note 3)
 
10,475

 
731

Total assets
 
445,436,605

 
495,474,410

 
 
 
 
 
Liabilities
 
 
 
 
Due to trustee
 
0

 
59,190

 
 
 
 
 
Net assets available for benefits
 
$
445,436,605

 
$
495,415,220


 
 
 



The accompanying notes are an integral part of the financial statements.

2


Savings Plan for the Employees of NewMarket Corporation and Affiliates
Statements of Changes in Net Assets Available for Benefits
Years Ended December 31, 2018 and December 31, 2017
 
 
 
 
2018
 
2017
Additions to net assets attributed to
 
 
 
 
Net (depreciation) appreciation in fair value of investments
 
$
(32,981,298
)
 
$
13,530,620

Investment income—interest and dividends
 
19,275,071

 
16,406,832

Net changes in investments
 
(13,706,227
)
 
29,937,452

Interest income on notes receivable from participants
 
146,053

 
135,170

Contributions
 
 
 
 
Employees
 
12,900,242

 
12,884,786

Employer
 
5,015,644

 
5,018,109

Total contributions
 
17,915,886

 
17,902,895

Total additions
 
4,355,712

 
47,975,517

Deductions from net assets attributed to
 
 
 
 
Benefit payments
 
(54,334,327
)
 
(37,005,804
)
Total deductions
 
(54,334,327
)
 
(37,005,804
)
Net (decrease) increase
 
(49,978,615
)
 
10,969,713

Net assets available for benefits
 
 
 
 
At beginning of year
 
495,415,220

 
484,445,507

At end of year
 
$
445,436,605

 
$
495,415,220


 
  

 




The accompanying notes are an integral part of the financial statements.

3



Savings Plan for the Employees of NewMarket Corporation and Affiliates
Notes to Financial Statements
December 31, 2018 and December 31, 2017


1. Description of Plan    

General
The Savings Plan for the Employees of NewMarket Corporation and Affiliates (the Plan) is a defined contribution plan covering all eligible employees of NewMarket Corporation and certain subsidiaries (the Company or NewMarket). Employees become eligible to participate on their date of hire. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974. Information regarding Plan benefits, priority of distributions upon termination of the Plan, and vesting is provided in the Plan document, which is available at the main office of the Plan administrator at 330 South Fourth Street, Richmond, Virginia 23219.
Bank of America, N.A. is the Plan's investment manager and trustee and Merrill Lynch, Pierce, Fenner & Smith, Inc. is the Plan's record-keeper.
Contributions
Participants in the Plan may make pre-tax contributions and Roth contributions from 1% to 50% of their base pay, as defined in the Plan document. Roth contributions to the Plan are made on an after-tax basis, and qualified distributions are not subject to income taxes. Participants may make after-tax contributions from 1% to 15% of their base pay. The total of pre-tax, after-tax, and Roth contributions may not exceed 50% of base pay.
In addition, federal law places a dollar limit on the amount of pre-tax contributions an individual can make to 401(k) plans during a calendar year. NewMarket may also impose an annual Plan contribution limitation that is lower than the maximum federal limitation. The maximum pre-tax federal limit was $18,500 for 2018 and $18,000 for 2017. Participants who have attained age 50 may make “catch-up” contributions in a dollar amount established by the Internal Revenue Service ($6,000 for both 2018 and 2017).
NewMarket contributes 50% of the first 10% of base pay that a participant contributes to the Plan. Contributions made by NewMarket are invested in the NewMarket Corporation Common Stock Fund. Participants may also contribute amounts representing distributions from other qualified defined benefit or defined contribution plans. Participant contributions are 100% vested at all times while contributions made by NewMarket are 40% vested after two years of service, 60% vested after three years of service, 80% vested after four years of service, and 100% vested after five years of service.
Base pay includes the straight-time portion of an employee’s regularly scheduled overtime, plus pay for any other overtime or extended work week pay, and any premium pay related to hours actually worked. Base pay does not include any type of bonus payment, reimbursement of moving expenses, reimbursement of educational expenses, or similar payments, or any other supplemental payments which an employee may receive in addition to base salary or wage regardless of the term used to designate such increment.
Investments
Participants currently in the Plan may invest their Plan account in any of the active 14 mutual funds, one commingled trust fund, and the NewMarket Corporation Common Stock Fund, or in any combination thereof. Investments also include two common stock funds in which new investments are prohibited. Participants may invest their own contributions to the Plan in these active investment funds in one percent increments and may transfer among the active funds at any time.
Administrative Expenses
Costs of administering the Plan are paid from investment-related compensation received by the record-keeper from the various mutual funds held in the Plan.

4



Savings Plan for the Employees of NewMarket Corporation and Affiliates
Notes to Financial Statements
December 31, 2018 and December 31, 2017

Participant Accounts
Each participant’s account is adjusted for the participant’s contributions, the Company’s contributions, trading fees, and allocations of Plan earnings or losses. Allocations of Plan earnings or losses are based on account balances, as defined by the Plan. The benefit to which a participant is entitled is the benefit that can be provided from the participant’s vested account.
Benefit Payments
Benefits are recorded when paid. Benefits are generally paid in cash. Participants may elect to have stock funds be distributed in cash or whole shares of common stock.
Notes Receivable from Participants
Participants may borrow from their fund accounts a minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50% of their vested account balance. Loan transactions are treated as transfers between the investment fund and the loan fund. Loans are made over a period not to exceed five years. The loans are collateralized by the balance in the participant’s account and bear a reasonable rate of interest determined by the Plan administrator based on a rate of return commensurate with the prevailing interest rate charged on similar commercial loans by persons in the business of lending money. Interest rates are determined as of the date of the loan. Notes receivable from participants are reported at their unpaid principal balances plus accrued but unpaid interest. Interest rates on participant loans were 4.25% to 6.25% at December 31, 2018 and 4.25% to 5.25% at December 31, 2017. Principal and interest are generally paid through payroll deductions. Management has evaluated notes receivable from participants for collectability and has determined that no allowance is necessary.
Forfeitures
Participants who leave NewMarket before becoming fully vested in NewMarket contributions forfeit the value of their nonvested account. Forfeitures during a Plan year can serve to reduce required Company contributions and/or to cover Plan administrative expenses. Forfeitures that reduced the Company’s contributions were $90,324 for 2018 and $42,842 for 2017. The forfeiture balance at both December 31, 2018 and December 31, 2017 was immaterial.
Employee Stock Ownership Plan Feature
A portion of the Plan’s assets are designated as an employee stock ownership plan (ESOP), comprised of the NewMarket Corporation Common Stock Fund. Dividends declared on NewMarket Corporation common stock held in the ESOP are fully vested without regard to whether any other portion of the ESOP or any participant’s account is vested. In addition, with respect to dividends, participants are permitted to make an election to receive those dividends or to have those dividends reinvested in the ESOP. A participant may request the liquidation and transfer of all or a portion of his or her investment in the ESOP to an alternate investment fund at any time. Further, a participant may request that his or her ESOP benefits be distributed in the form of NewMarket Corporation common stock. In addition to a participant’s after-tax, pre-tax, rollover, and Roth accounts, loans are available from the portion of a participant’s account attributable to dividends with a record date on or after December 1, 2009, declared on shares of NewMarket Corporation common stock held in the ESOP.
A participant who transfers all or part of their investment in the NewMarket Corporation Common Stock Fund into another investment fund cannot liquidate and transfer amounts held in such other investment fund into the NewMarket Corporation Common Stock Fund until 90 days after the date of the most recent liquidation and transfer out of the NewMarket Corporation Common Stock Fund. This restriction does not apply to the investment of future after-tax, pre-tax, and rollover contributions made by the participant, or future matching and discretionary contributions made by the Company.
 

5



Savings Plan for the Employees of NewMarket Corporation and Affiliates
Notes to Financial Statements
December 31, 2018 and December 31, 2017

2. Summary of Significant Accounting Policies

Basis of Accounting
The accompanying financial statements of the Plan have been prepared in conformity with accounting principles generally accepted in the United States of America.
Investment Valuation and Income Recognition
All investments of the Plan are reported at fair value in the financial statements. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between willing market participants at the measurement date. Security transactions are recorded as of the trade date. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date. Net appreciation or depreciation in fair value of investments includes the Plan's gains and losses on investments purchased and sold as well as held during the year.
Accounting Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires the Plan’s management to make estimates and assumptions that affect the reported amounts of assets, liabilities, and changes therein, and disclosure of contingent assets and liabilities. Actual results could differ from those estimates.
Risks and Uncertainties
The Plan provides for various mutual fund and commingled trust fund investment options in stocks, bonds, and fixed income securities, as well as direct common stock investments. Investment securities are exposed to various risks such as interest rate, market, and credit risks. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect participants’ account balances and the amounts reported in the statements of net assets available for benefits. 

3. Fair Value Measurements

The following is a description of valuation methodologies used for fair value measurement of cash and investments:
Cash
 
Cash is valued at cost, which approximates fair value.
 
 
 
Mutual funds
 
Mutual funds are valued at the closing price reported on the NASDAQ.
 
 
 
Common stock
 
Common stock is valued at the closing price reported on the New York Stock Exchange.
 
 
Commingled trust fund
 
The commingled trust fund is valued daily at the net asset value of shares or units held by the Plan based on the quoted market value of the underlying assets held by the fund. There are no redemption or frequency restrictions as of December 31, 2018 or December 31, 2017.
The valuation methodologies described above may generate a fair value calculation that may not be indicative of net realizable value or future fair values. While the Plan’s management believes the valuation methodologies used are appropriate, the use of different methodologies or assumptions in calculating fair value could result in different amounts.

6



Savings Plan for the Employees of NewMarket Corporation and Affiliates
Notes to Financial Statements
December 31, 2018 and December 31, 2017

The following tables provide information by level on the Plan's assets which are measured at fair value on a recurring basis.

 
 
 
 
 
December 31, 2018
 
 
 
 
 
Fair Value Measurements Using
 
 
 
Fair Value
Level 1
 
Level 2
 
Level 3
Cash
 
$
10,475

 
$
10,475

 
$
0

 
$
0

 
 
 
 
 
 
 
 
 
Mutual funds
 
$
197,353,462

 
$
197,353,462

 
$
0

 
$
0

Common stock
 
193,992,818

 
193,992,818

 
0

 
0

Total investments in the fair value hierarchy
 
391,346,280

 
$
391,346,280

 
$
0

 
$
0

 
 
 
 
 
 
 
 
 
Commingled trust fund-fixed income measured at net asset value
 
50,346,849

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total investments, at fair value
 
$
441,693,129

 
 
 
 
 
 

 
 
 
 
 
December 31, 2017
 
 
 
 
 
Fair Value Measurements Using
 
 
 
Fair Value
Level 1
 
Level 2
 
Level 3
Cash
 
$
731

 
$
731

 
$
0

 
$
0

 
 
 
 
 
 
 
 
 
 
Mutual funds
 
$
229,079,639

 
$
229,079,639

 
$
0

 
$
0

Common stock
 
207,577,796

 
207,577,796

 
0

 
0

Total investments in the fair value hierarchy
 
436,657,435

 
$
436,657,435

 
$
0

 
$
0

 
 
 
 
 
 
 
 
 
Commingled trust fund-fixed income measured at net asset value
 
54,860,652

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total investments, at fair value
 
$
491,518,087

 
 
 
 
 
 
 
4. Tax Status

The Internal Revenue Service (IRS) advised the Plan administrator by letter dated January 19, 2017, that the Plan and related trust, as then designed, are qualified under Section 401 of the Internal Revenue Code (the Code) and are therefore exempt from federal income taxes. The Plan has been amended since receiving the determination letter; however, the Plan administrator believes the Plan is currently designed and being operated in compliance with the applicable requirements of the Code.
The Plan's management has evaluated the effects of accounting guidance related to uncertain income tax positions and concluded that the Plan had no significant financial statement exposure to uncertain income tax positions at December 31, 2018 or December 31, 2017. The Plan is not currently under audit by any tax jurisdiction.
 

7



Savings Plan for the Employees of NewMarket Corporation and Affiliates
Notes to Financial Statements
December 31, 2018 and December 31, 2017

5. Plan Termination

Although it has not expressed any intent to do so, NewMarket has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of the Employee Retirement Income Security Act of 1974. In the event of Plan termination, participants will become 100% vested in their account balances and the assets of the Plan shall be allocated to participants in proportion to their account balances as of the effective date of termination.
 
6. Related Party and Party-In-Interest Transactions

Plan assets available for benefits include cash funds, which are managed by Bank of America, N.A., the trustee of the Plan, and therefore, qualify as party-in-interest transactions. Investments in the NewMarket Corporation Common Stock Fund represent investments in shares of common stock of NewMarket Corporation, the Plan Sponsor. The table below shows the activity in the NewMarket Corporation Common Stock Fund during 2018 and 2017.
 
 
 
Shares
 
Amount
Balance—January 1, 2017
 
509,754

 
$
216,054,332

Purchases
 
22,760

 
10,674,475

Distributions and sales
 
(58,051
)
 
(23,669,789
)
Depreciation
 
0

 
(14,512,067
)
Balance—December 31, 2017
 
474,463

 
188,546,951

Purchases
 
23,927

 
10,280,080

Distributions and sales
 
(53,260
)
 
(21,799,914
)
Appreciation
 
0

 
6,406,703

Balance—December 31, 2018
 
445,130

 
$
183,433,820


The Plan also issues loans to participants, which are secured by the vested balances in the participant's accounts. These transactions qualify as party-in-interest transactions.

7. Other Matters
The Plan was amended in February 2017 to conform to changes identified by the IRS in its review of the Plan. The changes in the amendment are not significant to the Plan.

8. Subsequent Events

The Plan's management has evaluated subsequent events through the date the financial statements were issued and has determined there are no subsequent events to be reported in the accompanying financial statements.


8


Savings Plan for the Employees of NewMarket Corporation and Affiliates
Schedule H, Line 4i - Schedule of Assets (Held at End of Year)
December 31, 2018
 
 
EIN: 20-0812170 PN: 002
(a)
 
(b) Identity of issuer, borrower,
lessor, or similar party
 
(c) Description
 
(d) Cost **
 
(e) Current
value
*
 
NewMarket Corporation Common Stock Fund:
 
 
 
 
 
 
 
 
Matching contributions
 
Common stock; no par value (258,407 shares)
 
$
30,016,323

 
$
106,486,820

 
 
Employee deferrals
 
Common stock; no par value (186,723 shares)
 
 
 
76,947,000

 
 
Tredegar Corporation
 
Common stock; no par value (32,443 shares)
 
 
 
514,542

 
 
Albemarle Corporation
 
Common stock; $.01 par value (130,329 shares)
 
 
 
10,044,456

 
 
Invesco Stable Value Retirement Fund
 
Commingled trust (50,346,849 units)
 
 
 
50,346,849

 
 
Oakmark International Fund
 
Mutual fund (1,243,004 units)
 
 
 
25,431,859

 
 
PIMCO Total Return Fund
 
Mutual fund (2,587,464 units)
 
 
 
25,693,519

 
 
Janus Henderson Mid Cap Fund
 
Mutual fund (740,690 units)
 
 
 
9,347,502

 
 
Allianz NFJ Small Cap Fund
 
Mutual fund (538,008 units)
 
 
 
7,897,958

 
 
Vanguard Total Bond Market Fund
 
Mutual fund (1,373,986 units)
 
 
 
14,358,157

 
 
Vanguard Mid Cap Index Adm
 
Mutual fund (991 units)
 
 
 
169,551

 
 
Vanguard Small Cap Index Adm
 
Mutual fund (2,937 units)
 
 
 
185,708

 
 
American AMCAP Fund
 
Mutual fund (613,773 units)
 
 
 
17,320,682

 
 
ClearBridge Small Cap Growth Fund
 
Mutual fund (176,883 units)
 
 
 
5,736,317

 
 
iShares MSCI EAFE Intl Idx K Fund
 
Mutual fund (479,475 units)
 
 
 
5,638,628

 
 
iShares S&P 500 Index Fund
 
Mutual fund (164,493 units)
 
 
 
48,933,295

 
 
Invesco Growth & Income Fund
 
Mutual fund (800,295 units)
 
 
 
16,414,054

 
 
Franklin Small-Mid Cap Growth Fund
 
Mutual fund (452,695 units)
 
 
 
15,038,540

 
 
BlackRock Balanced Capital Fund
 
Mutual fund (255,049 units)
 
 
 
5,187,692

 
 
 
 
 
 
 
 
441,693,129

*
 
Participant loans
 
Notes receivable from participants bearing interest at 4.25% to 6.25% annually, maturity dates of 1/09/2019-12/27/2023
 
0

 
2,906,481

 
 
 
 
 
 
 
 
$
444,599,610

 

*
Denotes a party-in-interest to the Plan
**
Cost information is not required for employee deferrals invested in the NewMarket Stock Fund or other investments directed by the participants.
 




See report of independent registered public accounting firm.

9


SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
 
 
 
 
 
 
 
 
 
SAVINGS PLAN FOR THE EMPLOYEES
OF NEWMARKET CORPORATION AND
AFFILIATES
 
 
 
 
Date: June 6, 2019
 
 
 
By:
/s/    Brian D. Paliotti
 
 
 
 
Brian D. Paliotti
 
 
 
 
Vice President, Chief Financial Officer,
Member of the Employee Savings Plan Committee





EXHIBIT INDEX
 
 
 
 
Exhibit Number
  
Description
 
 
23
  
Consent of PBMares, LLP



EX-23 2 neu12311811kex23.htm EXHIBIT 23 Exhibit
Exhibit 23



CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


We consent to the incorporation by reference in the Registration Statements (File Nos. 333-197041 and 333-120312) on Form S-8 of NewMarket Corporation of our report dated June 6, 2019, relating to our audits of the financial statements and supplemental schedule of the Savings Plan for the Employees of NewMarket Corporation and Affiliates, which appears in this annual report on Form 11-K of the Savings Plan for the Employees of NewMarket Corporation and Affiliates for the years ended December 31, 2018 and 2017.



/s/ PBMares, LLP

Richmond, Virginia
June 6, 2019