Stockholders' equity

12 Months Ended

Dec. 31, 2024

Stockholders' equity

Stockholders' equity

Note 15- Stockholders’ equity:

Long-term incentive compensation plan – Prior to 2022, our board of directors adopted a plan that provided for the award of stock to our board of directors, and up to a maximum of 200,000 shares could be awarded. We awarded 15,000 shares in 2022 and 17,750 shares in 2023 under this plan. In February 2023, our board of directors voted to replace the existing director stock plan with a new plan that would provide for the award of stock to non-employee members of our board of directors, and up to a maximum of 200,000 shares could be awarded. The new plan was approved at our May 2023 shareholder meeting, and the prior director stock plan terminated effective June 30, 2023. We awarded 14,250 shares in 2024 under the new plan. At December 31, 2024, 185,750 shares were available for future award under this new plan.

Long-term incentive compensation plans of subsidiaries and affiliates – CompX and Kronos each have a share-based incentive compensation plan pursuant to which an aggregate of up to 200,000 shares of their common stock can be awarded to members of their board of directors. At December 31, 2024, Kronos had 87,800 shares available for award and CompX had 119,650 shares available for award.

Dividends – Our board of directors approved and we paid quarterly dividends per share to stockholders of $.07 in each of 2022 and 2023 aggregating $13.7 million in each year and $.08 in 2024 aggregating $15.6 million. In addition, our board of directors declared special dividends on our common stock which totaled $17.1 million ($.35 per share) that was paid on August 31, 2022 and $21.0 million ($.43 per share) that was paid on August 29, 2024. The declaration and payment of future dividends, and the amount thereof, is discretionary and is dependent upon our financial condition, cash requirements, contractual obligations and restrictions and other factors deemed relevant by our board of directors. The amount and timing of past dividends is not necessarily indicative of the amount or timing of any future dividends which might be paid. There are currently no contractual restrictions on the amount of dividends which we may pay.

Accumulated other comprehensive loss – Changes in accumulated other comprehensive loss attributable to NL stockholders, including amounts resulting from our investment in Kronos Worldwide (see Note 6), are presented in the table below.

	Years ended December 31,
	2022		2023		2024
	(In thousands)
Accumulated other comprehensive loss, net of tax:
Currency translation:
Balance at beginning of period	$	(171,235)	$	(178,191)	$	(177,119)
Other comprehensive income (loss)		(6,956)		1,072		(8,304)
Balance at end of period	$	(178,191)	$	(177,119)	$	(185,423)
Defined benefit pension plans:
Balance at beginning of period	$	(68,468)	$	(43,857)	$	(41,373)
Other comprehensive income (loss):
Amortization of prior service cost and net losses included in   net periodic pension cost		3,592		1,436		1,504
Net actuarial gain (loss) arising during the year		20,881		(3,094)		3,134
Plan settlement		138		4,142		69
Balance at end of period	$	(43,857)	$	(41,373)	$	(36,666)
OPEB plans:
Balance at beginning of period	$	(1,053)	$	(893)	$	(1,114)
Other comprehensive income (loss):
Amortization of net gain included in net periodic   OPEB cost		(369)		(357)		(195)
Net actuarial gain arising during the year		529		136		42
Balance at end of period	$	(893)	$	(1,114)	$	(1,267)
Marketable debt securities:
Balance at beginning of period	$	—	$	(50)	$	(15)
Other comprehensive income (loss) - unrealized gain (loss)   arising during the period		(50)		35		15
Balance at end of period	$	(50)	$	(15)	$	—
Total accumulated other comprehensive loss:
Balance at beginning of period	$	(240,756)	$	(222,991)	$	(219,621)
Other comprehensive income (loss)		17,765		3,370		(3,735)
Balance at end of period	$	(222,991)	$	(219,621)	$	(223,356)

See Note 5 for further discussion on our marketable securities and Note 11 for amounts related to our defined benefit pension plans.

Other – During 2022, we purchased 2,000 shares of our common stock from Kronos for a nominal amount in a private transaction that was approved in advance by our independent directors. We cancelled these treasury shares and allocated their cost to common stock at par value and additional paid-in capital.

During 2022, CompX acquired 78,900 shares of its Class A common stock for an aggregate amount of approximately $1.7 million under prior repurchase authorizations. Of these shares, 70,000 shares were purchased in a market transaction, and 8,900 shares were purchased from two of its affiliates in two separate private transactions that

were also approved in advance by CompX’s independent directors. At December 31, 2024, 523,647 shares were available for purchase under CompX’s prior repurchase authorizations.