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What changed in Huntsman CORP's 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of Huntsman CORP's 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+199 added−206 removedSource: 10-K (2026-02-18) vs 10-K (2025-02-18)

Top changes in Huntsman CORP's 2025 10-K

199 paragraphs added · 206 removed · 164 edited across 8 sections

Item 1. Business

Business — how the company describes what it does

61 edited+13 added−8 removed120 unchanged
Biggest changeAmong our competitors are some of the world’s largest chemical companies with integrated raw material value chains to formulation companies that leverage intellectual and highly proprietary technology for problem solving. Aerospace. Our leading market position is driven by our specialty resins, curing and toughening agents and formulations offerings backed by customer-specific certifications, quality and consistency.
Biggest changeWe operate dedicated technology centers in Basel, Switzerland; The Woodlands, Texas; Merrimack, New Hampshire, and Shanghai, China in support of our product and technology development. Among our competitors are some of the world’s largest chemical companies with integrated raw material value chains to formulation companies that leverage intellectual and highly proprietary technology for problem solving. Aerospace.
Afton, AOC, BASF, Chevron, Ineos, Infineum, Polynt-Reichhold, Primient, Reacciones Quimicas and Solenis Normal butane AOC, Bartek, Ineos, Lanxess and Polynt-Reichhold Advanced Materials Technologically- advanced epoxy, phenoxy, acrylic, polyurethane and acrylonitrile-butadiene-based polymer formulations Aerospace and industrial adhesives; composites for aerospace, automotive, sport equipment and infrastructures; electrical power transmission and electric vehicles; automotive industrial and consumer electronics.
Afton, AOC, BASF, Chevron, Ineos, Infineum, Polynt-Reichhold, Primient, Reacciones Quimicas and Solenis Normal butane AOC, Bartek, Ineos and Lanxess Advanced Materials Technologically- advanced epoxy, phenoxy, acrylic, polyurethane and acrylonitrile-butadiene-based polymer formulations Aerospace and industrial adhesives; composites for aerospace, automotive, sport equipment and infrastructures; electrical power transmission and electric vehicles; automotive industrial and consumer electronics.
ABB, BMW, Bodo Moeller, Boeing, Bosch, GMZ, Isola, Motic (Xiamen), Schneider, Siemens, Speed Fair and TTM BLR, epichlorohydrin, amines, polyols, isocyanates, acrylic materials, hardeners, fillers, butadiene and acrylonitrile 3M, Henkel, Westlake and Xiongrun High performance thermoset resins, curing and toughening agents and carbon nanotubes additives High performance chemical building blocks sold to formulators who develop formulations for aerospace, automotive, oil and gas, coatings, construction, electronics and electrical insulation applications. 3M, Azelis, Azko, Henkel, Hexcel, Hilti, Omya, Parker Hannifin, Sherwin-Williams, Syensqo and Syngenta Epichlorohydrin, amines, phenols, aminophenols, fatty acids, butadiene, acrylonitrile and carbon nanotubes Evonik, Kaneka, Sumitomo and Westlake 2 Table of Contents Polyurethanes General We are a leading global manufacturer and marketer of a broad range of polyurethane chemicals, including MDI products, polyols and TPU (each discussed in more detail below under “Products and Markets”).
ABB, BMW, Bodo Moeller, Boeing, Bosch, GMZ, Isola, Motic (Xiamen), Schneider, Siemens, Speed Fair and TTM BLR, epichlorohydrin, amines, polyols, isocyanates, acrylic materials, hardeners, fillers, butadiene and acrylonitrile 3M, Henkel, Westlake and Xiongrun High performance thermoset resins, curing and toughening agents and carbon nanotubes additives High performance chemical building blocks sold to formulators who develop formulations for aerospace, automotive, oil and gas, coatings, construction, electronics and electrical insulation applications. 3M, Azelis, Azko, Henkel, Hexcel, Hilti, Omya, Parker Hannifin, Sherwin-Williams, Syensqo and Syngenta Epichlorohydrin, amines, phenols, aminophenols, fatty acids, butadiene, acrylonitrile and carbon nanotubes Aditya Birla, Evonik, Kaneka, Sumitomo and Westlake 2 Table of Contents Polyurethanes General We are a leading global manufacturer and marketer of a broad range of polyurethane chemicals, including MDI products, polyols and TPU (each discussed in more detail below under “Products and Markets”).
Autoneum, Carpenter, GAF, Johns Manville, LafargeHolcim, Lear, Louisiana Pacific, Magna, Schmitz Cargobull, TopBuild and West Fraser PO, polyester polyols and EO BASF, Carlisle Construction Materials, Coim, Covestro, Dow, Lubrizol and Wanhua Chemical Group TPU TPU is a high-quality, fully-formulated thermal plastic that can be tailored with unique qualities.
Autoneum, Carpenter, GAF, Johns Manville, Amrize, Lear, Louisiana Pacific, Magna, Schmitz Cargobull, TopBuild and West Fraser PO, polyester polyols and EO BASF, Carlisle Construction Materials, Coim, Covestro, Dow, Lubrizol and Wanhua Chemical Group TPU TPU is a high-quality, fully-formulated thermal plastic that can be tailored with unique qualities.
Our customers produce polyurethane-based products through the combination of an isocyanate, such as MDI, with polyols, which are derived largely from PO. We are able to produce over 2,400 distinct MDI-based polyurethane products by modifying the MDI molecule through varying the proportion and type of polyol used and by introducing other chemical additives to our MDI formulations.
Our customers produce polyurethane-based products through the combination of an isocyanate, such as MDI, with polyols, which are derived largely from PO. We are able to produce over 2,200 distinct MDI-based polyurethane products by modifying the MDI molecule through varying the proportion and type of polyol used and by introducing other chemical additives to our MDI formulations.
The diagram below provides an overview of how we leverage our technology and experience with the MDI splitter by transforming crude MDI into differentiated higher value systems and markets. 4 Table of Contents Sales and Marketing We market our polyurethane chemicals to over 6,200 customers in more than 90 countries.
The diagram below provides an overview of how we leverage our technology and experience with the MDI splitter by transforming crude MDI into differentiated higher value systems and markets. 4 Table of Contents Sales and Marketing We market our polyurethane chemicals to over 6,500 customers in more than 90 countries.
Approximately 2,000 of these employees are located in the U.S., while approximately 4,300 are located in other countries. We believe our employees are the foundation of our success.
Approximately 2,000 of these employees are located in the U.S., while approximately 4,000 are located in other countries. We believe our employees are the foundation of our success.
Our polyurethane chemicals business competes in two basic ways: (1) where price is the dominant element of competition, our polyurethane chemicals business differentiates itself by its high level of customer support, including cooperation on technical and safety matters; and (2) elsewhere, we compete on the basis of product performance, our ability to react quickly to changing customer needs and providing customers with innovative solutions to their needs. 5 Table of Contents Performance Products General Our Performance Products segment has leading global positions in the manufacture and sale of amines and maleic anhydride and serves a wide variety of consumer and industrial end markets.
Our polyurethane chemicals business competes in two basic ways: (1) where price is the dominant element of competition, our polyurethane chemicals business differentiates itself by its high level of customer support, including cooperation on technical and safety matters; and (2) elsewhere, we compete on the basis of product performance, our ability to react quickly to changing customer needs and providing customers with innovative solutions to their needs. 5 Table of Contents Performance Products General Our Performance Products segment has leading positions in the regions we manufacture and sell amines and maleic anhydride and serves a wide variety of consumer and industrial end markets.
These include our maleic anhydride facilities in Pensacola, Florida, Geismar, Louisiana and Moers, Germany; our amines facilities in Freeport, Texas and Port Neches, Texas; and the amines facility of Arabian Amines Company (“AAC”), our consolidated manufacturing joint venture with the Zamil Group in Jubail, Saudi Arabia.
These include our maleic anhydride facilities in Pensacola, Florida and Geismar, Louisiana; our amines facilities in Freeport, Texas and Port Neches, Texas; and the amines facility of Arabian Amines Company (“AAC”), our consolidated manufacturing joint venture with the Zamil Group in Jubail, Saudi Arabia.
Our maleic anhydride customers include Afton, AOC, BASF, Chevron, Ineos, Infineum, Polynt-Reichhold, Primient, Reacciones Quimicas and Solenis. 6 Sales and Marketing We sell approximately 200 products to over 800 customers globally through our regional sales and marketing organizations, which have extensive market knowledge, considerable chemical industry experience and well-established customer relationships.
Our maleic anhydride customers include Afton, AOC, BASF, Chevron, Ineos, Infineum, Polynt-Reichhold, Primient, Reacciones Quimicas and Solenis. 6 Table of Contents Sales and Marketing We sell approximately 200 products to over 800 customers globally through our regional sales and marketing organizations, which have extensive market knowledge, considerable chemical industry experience and well-established customer relationships.
Afton, Bayer, Chevron, DuPont, Evonik, Hipower, Infineum, Lubrizol, Quadra Chemicals and Univar EO, PO, glycols, ethylene dichloride, caustic soda, ammonia, hydrogen, methylamines and acrylonitrile BASF, Delamine, Dow, Evonik, Nouryon and Tosoh Maleic anhydride Maleic anhydride is an intermediate chemical used primarily to produce unsaturated polyester resins (UPRs).
Afton, Bayer, Chevron, DuPont, Evonik, Hipower, Infineum, Lubrizol, Quadra Chemicals and Univar EO, PO, glycols, ethylene dichloride, caustic soda, ammonia, hydrogen, methylamines and acrylonitrile BASF, Chenhua, Delamine, Dow, Evonik, Longhua, Nouryon, Tosoh and Zhengda Maleic anhydride Maleic anhydride is an intermediate chemical used primarily to produce unsaturated polyester resins (UPRs).
MDI can be used to make polyurethanes with a broad range of properties and can therefore be used in a wide range of applications. We believe that MDI and formulated MDI systems, which combine MDI and polyols, will continue to grow at a multiple of global GDP driven by the megatrends of energy management, food preservation, demographics and urbanization/transportation.
MDI can be used to make polyurethanes with a broad range of properties and can therefore be used in a wide range of applications. We believe that MDI and formulated MDI systems, which combine MDI and polyols, will continue to grow above global GDP driven by the megatrends of energy management, food preservation, demographics and urbanization/transportation.
We believe we are the largest producer of maleic anhydride outside of China and the second largest globally with three production facilities in North America and Europe. Products and Markets Amines. Amines are a family of intermediate chemicals that are produced by reacting ammonia, or an alkylamine, with various ethylene and propylene derivatives.
We believe we are the largest producer of maleic anhydride outside of China and the second largest globally with two production facilities in North America. Products and Markets Amines. Amines are a family of intermediate chemicals that are produced by reacting ammonia, or an alkylamine, with various ethylene and propylene derivatives.
Manufacturing and Operations Our Performance Products segment has the capacity to produce a variety of products at 10 manufacturing locations in North America, EAME and APAC. Our global production capacity of amines is approximately 0.9 billion pounds and our North America and EAME production capacity of maleic anhydride is approximately 0.6 billion pounds. Our amines facilities are located globally.
Manufacturing and Operations Our Performance Products segment has the capacity to produce a variety of products at 9 manufacturing locations in North America, EAME and APAC. Our global production capacity of amines is approximately 0.9 billion pounds and our North America production capacity of maleic anhydride is approximately 0.4 billion pounds. Our amines facilities are located globally.
On March 6, 2024, the U.S. Securities and Exchange Commission (“SEC”) adopted final rules requiring, among other things, disclosure of material climate-related risks and related governance practices, Scope 1 and 2 GHG emissions reports and financial impacts of severe weather events and other natural conditions (the “Climate Rule”). Several lawsuits have been filed challenging the Climate Rule. The U.S.
Securities and Exchange Commission (“SEC”) adopted final rules requiring, among other things, disclosure of material climate-related risks and related governance practices, Scope 1 and 2 GHG emissions reports and financial impacts of severe weather events and other natural conditions (the “Climate Rule”). Several lawsuits have been filed challenging the Climate Rule. The U.S.
Isocyanate (such as MDI) and a polyol Performance Products Amines Amines are a family of intermediate chemicals that are valued for their properties as a reactive agent, emulsifier, dispersant, detergent, solvent or corrosion inhibitor. Amines are used in polyurethane foam, fuel and lubricant additives, paints and coatings, composites, gas treatment, construction materials and semiconductors.
Isocyanate (such as MDI) and a polyol Performance Products Amines Amines are a family of intermediate chemicals that are valued for their properties as a reactive agent, emulsifier, dispersant, detergent, solvent or corrosion inhibitor. Amines are used in polyurethane foam, fuel and lubricant additives, paints and coatings, composites, gas treatment, construction materials and semiconductor cleaning solutions.
We also have licensed or sub-licensed intellectual property rights to third parties. We have associated brand names with a number of our products, and we have approximately 2,925 trademark registrations and 135 pending trademark applications globally. These registrations and applications include extensions of protection under the Madrid system for the international registration of marks.
We also have licensed or sub-licensed intellectual property rights to third parties. We have associated brand names with a number of our products, and we have approximately 2,970 trademark registrations and 95 pending trademark applications globally. These registrations and applications include extensions of protection under the Madrid system for the international registration of marks.
We own approximately 2,225 unexpired patents and have approximately 965 patent applications (including provisionals) currently pending. While a presumption of validity exists with respect to issued U.S. patents, we cannot assure that any of our patents will not be challenged, invalidated, circumvented or rendered unenforceable.
We own approximately 2,140 unexpired patents and have approximately 950 patent applications (including provisionals) currently pending. While a presumption of validity exists with respect to issued U.S. patents, we cannot assure that any of our patents will not be challenged, invalidated, circumvented or rendered unenforceable.
RESEARCH AND DEVELOPMENT We support our businesses with a major commitment to research and development, technical services and process engineering improvement. Our research and development centers are located in The Woodlands, Texas; Tienen, Belgium; Basel, Switzerland; Merrimack, New Hampshire; and Shanghai, China.
R esearch and D evelopment We support our businesses with a major commitment to research and development, technical services and process engineering improvement. Our research and development centers are located in The Woodlands, Texas; Tienen, Belgium; Basel, Switzerland; Merrimack, New Hampshire; and Shanghai, China.
AVAILABLE INFORMATION We maintain an internet website at http://www.huntsman.com. Our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to these reports are available free of charge through our website as soon as reasonably practicable after we file these materials with the SEC.
A vailable I nformation We maintain an internet website at http://www.huntsman.com. Our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to these reports are available free of charge through our website as soon as reasonably practicable after we file these materials with the SEC.
This technology contributes to our position as a low-cost MDI producer. Our global production capacity of MDI, polyols and TPU is approximately 2.9 billion pounds, 0.7 billion pounds and 0.1 billion pounds, respectively. Key Joint Ventures Rubicon Joint Venture.
This technology contributes to our position as a global MDI producer. Our global production capacity of MDI, polyols and TPU is approximately 2.9 billion pounds, 0.6 billion pounds and 0.1 billion pounds, respectively. Key Joint Ventures Rubicon Joint Venture.
Competition There are a small number of competitors for many of our amines due to the considerable customization of product formulations, the proprietary nature of many of our product applications and manufacturing processes and the relatively high research and development and technical costs involved. Our global competitors include BASF, Delamine, Dow, Evonik, Nouryon and Tosoh.
Item 1A. Risk Factors.” Competition There are a small number of competitors for many of our amines due to the considerable customization of product formulations, the proprietary nature of many of our product applications and manufacturing processes and the relatively high research and development and technical costs involved. Our global competitors include BASF, Delamine, Dow, Evonik, Nouryon, Tosoh and Zhengda.
We are a leading global producer in many of our key product lines, including MDI, amines, maleic anhydride and epoxy-based polymer formulations. Our revenues for the years ended December 31, 2024, 2023 and 2022 were $6,036 million, $6,111 million and $8,023 million, respectively.
We are a leading global producer in many of our key product lines, including MDI, amines, maleic anhydride and epoxy-based polymer formulations. Our revenues for the years ended December 31, 2025, 2024 and 2023 were $5,683 million, $6,036 million and $6,111 million, respectively.
Risk Factors” and “Note 2. Summary of Significant Accounting Policies—Environmental Expenditures” and “Note 21.
Risk Factors” and “Note 2. Summary of Significant Accounting Policies—Environmental Expenditures” and “Note 22.
We also provide electronic or paper copies of our SEC filings free of charge upon request. GLOSSARY OF CHEMICAL TERMS BDO—butane diol BLR—base liquid resin DGA ® Agent—DIGLYCOLAMINE ® agent DPA—diphenylamine EDC—ethylene dichloride EO—ethylene oxide MDA—methylene dioxy amphetamine MDI—methyl diphenyl diisocyanate MTBE—methyl tertiary-butyl ether PO—propylene oxide Polyols—a substance containing several hydroxyl groups.
We also provide electronic or paper copies of our SEC filings free of charge upon request. G lossary of C hemical T erms BDO—butane diol BLR—base liquid resin DGA ® Agent—DIGLYCOLAMINE ® agent DPA—diphenylamine EDC—ethylene dichloride EO—ethylene oxide MDA—methylene dioxy amphetamine MDI—methyl diphenyl diisocyanate MTBE—methyl tertiary-butyl ether PO—propylene oxide Polyols—a substance containing several hydroxyl groups.
We compete primarily based on product performance, new product innovation and price. In our maleic anhydride market, we compete primarily based on price, customer service, technical support, reliability of supply and logistics management. Our competitors include AOC, Bartek, Ineos, Lanxess and Polynt-Reichhold. We compete primarily based on technological performance and service.
We compete primarily based on product performance, new product innovation and price. In our maleic anhydride market, we compete primarily based on price, customer service, reliability of supply and logistics management. Our competitors include AOC, Bartek, Ineos and Lanxess.
For more information, see “Note 4. Discontinued Operations—Sale of Textile Effects Business” to our consolidated financial statements. We operate all of our businesses through Huntsman International, our wholly-owned subsidiary. Huntsman International is a Delaware limited liability company and was formed in 1999. For information regarding significant recent developments, see “Note 1. General—Recent Developments” to our consolidated financial statements.
For more information, see “Note 4. Discontinued Operations—Sale of Textile Effects Business” to our consolidated financial statements. We operate all of our businesses through Huntsman International, our wholly-owned subsidiary. Huntsman International is a Delaware limited liability company and was formed in 1999.
Our SPF products offer significant environmental benefits, as our proprietary manufacturing process transforms raw material from low quality PET plastic bottles into highly effective energy-saving polyurethane insulation. HBS offers attractive growth potential as energy efficiency standards and requirements increase globally and continue to shift towards a greener economy.
Our SPF products offer significant environmental benefits, as our proprietary manufacturing process transforms raw material from low quality PET plastic bottles into highly effective energy-saving polyurethane insulation. HBS offers attractive growth potential as energy efficiency standards and requirements increase globally.
President Trump (the “Trump Administration”) directed the U.S. Ambassador to the United Nations to immediately submit formal written notification of the U.S.’s withdrawal from the Paris Agreement. Until new policy directives are fully implemented, however, the full scope and effect of such changes remain uncertain. Domestic efforts to curb GHG emissions are being driven by the U.S.
President Trump (the “Trump Administration”) directed the U.S. Ambassador to the United Nations to immediately submit formal written notification of the U.S.’s withdrawal from the Paris Agreement. Until new policy directives are fully implemented, however, the full scope and effect of such changes remain uncertain.
Other process development/technical service centers are located in Deggendorf, Germany, Auburn Hills, Michigan and Derry, New Hampshire (Polyurethanes); and Monthey, Switzerland, MacIntosh, Alabama, Akron, Ohio and Panyu, China (Advanced Materials). INTELLECTUAL PROPERTY RIGHTS Proprietary protection of our processes, apparatuses and other technology and inventions is important to our businesses.
Other process development/technical service centers are located in Deggendorf, Germany, Auburn Hills, Michigan and Derry, New Hampshire (Polyurethanes); and Monthey, Switzerland, MacIntosh, Alabama, Akron, Ohio and Panyu, China (Advanced Materials). I ntellectual P roperty R ights Proprietary protection of our processes, apparatuses and other technology and inventions is important to our businesses.
For the years ended December 31, 2024, 2023 and 2022, our capital expenditures for EHS matters totaled $27 million, $30 million and $44 million, respectively, and our estimated capital expenditures for EHS matters for 2025 is expected to be approximately $56 million.
For the years ended December 31, 2025, 2024 and 2023, our capital expenditures for EHS matters totaled $37 million, $27 million and $30 million, respectively, and our estimated capital expenditures for EHS matters for 2026 is expected to be approximately $47 million.
Business Combinations and Acquisitions—Separation and Acquisition of Assets of SLIC Joint Venture” to our consolidated financial statements. Chinese PO/MTBE Joint Venture. In November 2012, we entered into an agreement to form a joint venture with Sinopec. The joint venture involved the construction and operation of a PO/MTBE facility in China.
Business Combinations and Acquisitions—Separation and Acquisition of Assets of SLIC Joint Venture” to our consolidated financial statements. Chinese PO/MTBE Joint Venture. In November 2012, we entered into an agreement to form a joint venture with Sinopec, which operates a world-scale PO/MTBE facility in China.
ENVIRONMENTAL, HEALTH AND SAFETY MATTERS General We are subject to extensive federal, state, local and international laws, regulations, rules and ordinances relating to occupational health and safety, process safety, pollution, protection of the environment and natural resources, product management and distribution, and the generation, storage, handling, transportation, treatment, disposal and remediation of hazardous substances and waste materials.
E nvironmental , H ealth and S afety M atters General We are subject to extensive federal, state, local and international laws, regulations, rules and ordinances relating to occupational health and safety, process safety, pollution, protection of the environment and natural resources, product management and distribution, and the generation, storage, handling, transportation, treatment, disposal and remediation of hazardous substances and waste materials.
The Company’s objectives focus on regulatory compliance and protection of people and the environment. Compliance with the EHS Standards and Procedures are evaluated through site self-audits as well as regularly scheduled Corporate EHS audits. In addition, other management systems applicable to many of our sites include third party verification of Responsible Care ® and ISO 14001.
The Company’s objectives focus on protection of people, regulatory compliance and protection of the environment. Compliance with the EHS Standards and Procedures are evaluated through various assurance processes including site-led and Corporate-led audits. In addition, other management systems applicable to many of our sites include third party verification of Responsible Care® and ISO 14001.
UPRs are mainly used in the production of fiberglass reinforced resins for marine, automotive and construction products. Maleic anhydride is also used in the production of lubricants, food additives and food acidulants.
UPRs are mainly used in the production of fiberglass reinforced resins for construction, automotive, marine and recreation products. Maleic anhydride is also used in components or additives for lubricants, copolymers, food acidulants and water and paper chemicals.
Maleic anhydride is a highly versatile chemical intermediate used for products sold into construction, infrastructure, industrial and marine applications. Notably, maleic anhydride is used to produce unsaturated polyester resins (UPRs), which are mainly used in the production of fiberglass reinforced resins. Maleic anhydride is also used in the production of lubricant additives as well as food additives and artificial sweeteners.
Maleic anhydride is a highly versatile chemical intermediate used for products sold into construction, infrastructure, industrial and marine applications. Notably, maleic anhydride is used to produce unsaturated polyester resins (UPRs), which are mainly used in the production of fiberglass reinforced resins for construction, automotive, marine and recreation products.
Moreover, we do not believe that the termination of intellectual property rights expected to occur over the next several years, either individually or in the aggregate, will materially adversely affect our business, financial condition or results of operations. HUMAN CAPITAL MANAGEMENT As of December 31, 2024, we employed approximately 6,300 associates in our operations around the world.
Moreover, we do not believe that the termination of intellectual property rights expected to occur over the next several years, either individually or in the aggregate, will materially adversely affect our business, financial condition or results of operations. H uman C apital M anagement As of December 31, 2025, we employed approximately 6,000 associates in our operations around the world.
(“SLIC”), our manufacturing joint venture with BASF and three Chinese chemical companies. Following the separation, we now operate an independent manufacturing facility at our site in Caojing, China producing crude MDI. This facility is part of our existing Huntsman Polyurethanes Shanghai Ltd.
(“SLIC”), our former manufacturing joint venture with BASF and three Chinese chemical companies. Following the separation, we now operate an independent manufacturing facility producing crude MDI. This facility is part of our existing HPS site in Caojing, China. For more information, see “Note 3.
As a result of this joint venture, we are able to achieve greater scale and lower costs for our products than we would otherwise have been able to obtain. Rubicon is consolidated in our financial statements. Chinese MDI Joint Venture. On January 31, 2024, we completed the planned separation and acquisition of assets of Shanghai Liengheng Isocyanate Company Ltd.
As a result of this joint venture, we are able to achieve greater scale and lower costs for our products than we would otherwise have been able to obtain. Rubicon is consolidated in our financial statements. Chinese MDI Joint Venture. Huntsman Polyurethanes Shanghai Ltd.
However, the litigation is ongoing, and the ultimate outcome remains uncertain. If the laws are upheld, they could result in additional costs associated with regulatory reporting requirements and potential liability.
If the laws are upheld, they could result in additional costs associated with regulatory reporting requirements and potential liability.
Court of Appeals for the Eighth Circuit was selected to consolidate the lawsuits, and on April 4, 2024, the SEC voluntarily stayed the rules pending the outcome of the litigation. 11 Table of Contents Furthermore, in October 2023, the state of California enacted significant corporate climate disclosure legislation (S.B. 253) that will require annual reporting of GHG emissions (Scope 1, 2 and 3 in accordance with the Greenhouse Gas Protocol) for public and private companies with over $1 billion in gross annual revenue that are doing business in California.
In March 2025, the SEC voted to end its defense of the 2024 climate disclosure rules. 11 Table of Contents Furthermore, in October 2023, the state of California enacted significant corporate climate disclosure legislation (S.B. 253) that will require annual reporting of GHG emissions (Scope 1, 2 and 3 in accordance with the Greenhouse Gas Protocol) for public and private companies with over $1 billion in gross annual revenue that are doing business in California.
In addition, at the 2015 United Nations Framework Convention on Climate Change in Paris, the U.S. and nearly 200 other nations entered into an international climate agreement, which went into effect in November 2016 (the “Paris Agreement”).
Failure to meet the reporting requirements could result in financial liabilities, civil or criminal penalties, and reputational risks. In addition, at the 2015 United Nations Framework Convention on Climate Change in Paris, the U.S. and nearly 200 other nations entered into an international climate agreement, which went into effect in November 2016 (the “Paris Agreement”).
We believe this customer support and technical service system contributes to customer retention and also provides opportunities for identifying further product and service needs of customers. Our strategy is to grow the capabilities of our downstream facilities both organically and inorganically.
We believe this customer support and technical service system contributes to customer retention and also provides opportunities for identifying further product and service needs of customers.
Further, on April 9, 2024, EPA updated the Hazardous Organic National Emission Standards for Hazardous Air Pollutants under the CAA, also known as the HON rule, imposing more stringent emissions regulations and additional air monitoring requirements for approximately 200 chemical plants across the U.S. If implemented, we anticipate that these regulations may result in material changes to Huntsman.
Further, in April 2024, EPA updated the Hazardous Organic National Emission Standards for Hazardous Air Pollutants under the CAA, also known as the HON rule, imposing more stringent emissions regulations and additional air monitoring requirements for approximately 200 chemical plants across the U.S., including three of our facilities.
Raw Materials The main raw materials used in the production of our amines are EO, PO, glycols, EDC, caustic soda, ammonia, hydrogen, methylamines, and acrylonitrile. Most of these raw materials are available from multiple sources in the merchant market at competitive prices. Maleic anhydride is produced by the reaction of normal butane with oxygen.
We purchase and then market all the production from this joint venture. Raw Materials The main raw materials used in the production of our amines are EO, PO, glycols, EDC, caustic soda, ammonia, hydrogen, methylamines, and acrylonitrile. Most of these raw materials are available from multiple sources in the merchant market at competitive prices.
A key metric used to assess the safety performance of our operations is the ASTM 2920 Level 1 injury rate, which follows a uniform international method for recording occupational injuries and illnesses. For both years ended December 31, 2024 and 2023, we had injury rates of 0.13.
A key metric used to assess the safety performance of our operations is the OSHA Lost Time rate, which follows a regulatory method for recording occupational injuries and illnesses. For the years ended December 31, 2025 and 2024, we had incident rates of 0.15 and 0.13, respectively.
Management’s Discussion and Analysis of Financial Condition and Results of Operations—Results of Operations.” 1 Table of Contents The following table identifies the key product lines, principal end markets and applications, representative customers, raw materials and representative competitors of each of our business segments: Product lines End markets / applications Representative customers Raw materials Representative competitors Polyurethanes MDI Polyurethane chemicals are used to produce rigid and flexible foams, as well as coatings, adhesives, sealants and elastomers.
Percentage allocations in this chart do not give effect to Corporate and other unallocated items and eliminations. 1 Table of Contents The following table identifies the key product lines, principal end markets and applications, representative customers, raw materials and representative competitors of each of our business segments: Product lines End markets / applications Representative customers Raw materials Representative competitors Polyurethanes MDI Polyurethane chemicals are used to produce rigid and flexible foams, as well as coatings, adhesives, sealants and elastomers.
Our competitors in downstream markets include Carlisle Construction Materials, Coim and Lubrizol.
Our downstream business is fragmented with different competitors in various markets and regions. Our competitors in downstream markets include Carlisle Construction Materials, Coim and Lubrizol.
Joint Venture We consolidate the results of AAC, our 50%-owned manufacturing joint venture with the Zamil Group. AAC operates an ethyleneamines manufacturing plant in Jubail, Saudi Arabia. The plant has an approximate annual capacity of 70 million pounds. We purchase and then market all the production from this joint venture.
In the second quarter of 2025, we completed the closure of our European maleic anhydride manufacturing facility in Moers, Germany. Joint Venture We consolidate the results of AAC, our 50%-owned manufacturing joint venture with the Zamil Group. AAC operates an ethyleneamines manufacturing plant in Jubail, Saudi Arabia. The plant has an approximate annual capacity of 70 million pounds.
(“HPS”), site, which is our splitting joint venture with Shanghai Chlor-Alkali Chemical Company, Ltd that also manufactures pure MDI, polymeric MDI, MDI variants and formulated MDI systems. We own 70% of HPS and it is consolidated in our financial statements. For more information, see “Note 3.
(“HPS”) is our splitting joint venture with Shanghai Chlor-Alkali Chemical Company, Ltd that manufactures pure MDI, polymeric MDI, MDI variants and formulated MDI systems. We own 70% of HPS and it is consolidated in our financial statements. On January 31, 2024, we completed the planned separation and acquisition of assets of Shanghai Lianheng Isocyanate Company Ltd.
These products are value-added, and differentiated, backed by many years of reliable global supply and service. Our major competitors include 3M, Henkel and Sumitomo. Automotive.
Our leading market position is driven by our specialty resins, curing and toughening agents and formulations offerings backed by customer-specific certifications, quality and consistency. These products are value-added, and differentiated, backed by many years of reliable global supply and service. Our major competitors include 3M, Henkel and Sumitomo. Automotive.
The principal raw material is normal butane, which is purchased pursuant to long-term contracts and delivered to our Pensacola, Florida site by barge, to our facility in Geismar, Louisiana via pipeline and to our Moers, Germany site by railcar.
Maleic anhydride is produced by the reaction of normal butane with oxygen. The principal raw material is normal butane, which is purchased pursuant to long-term contracts and delivered to our Pensacola, Florida site by barge and to our facility in Geismar, Louisiana via pipeline. For additional information about our risks of raw material supply chain disruptions, see “Part I.
Our systems houses are located in close proximity to our customers worldwide, which enables us to focus on customer support, technical service and a differentiated product offering.
We also operate 21 strategically located downstream facilities, of which 14 are polyurethane formulation facilities, commonly referred to in the chemical industry as “systems houses”. Our systems houses are located in close proximity to our customers worldwide, which enables us to focus on customer support, technical service and a differentiated product offering.
Competition Our major competitors in the polyurethane chemicals market include BASF, Covestro, Dow, Lubrizol and Wanhua Chemical Group. While these competitors and others produce various types and quantities of polyurethane chemicals, we focus on MDI and MDI-based formulated polyurethane systems. Our downstream business is fragmented with different competitors in various markets and regions.
For additional information about our risks of raw material supply chain disruptions, see “Part I. Item 1A. Risk Factors.” Competition Our major competitors in the polyurethane chemicals market include BASF, Covestro, Dow, Lubrizol and Wanhua Chemical Group. While these competitors and others produce various types and quantities of polyurethane chemicals, we focus on MDI and MDI-based formulated polyurethane systems.
First reports will need to be published on or before January 1, 2026. The climate-related laws in California are currently under legal challenge in the U.S. District Court for the Central District of California. On November 5, 2024, the court denied the plaintiffs' motion for partial summary judgment, allowing the laws to remain in effect for the time being.
First reports were set to be published on or before January 1, 2026. However, the climate-related laws in California are currently under legal challenge in the U.S. District Court for the Central District of California and S.B. 261 is currently stayed.
Since then, we have transformed through a series of acquisitions and divestitures and now own a global portfolio of businesses with a primary focus on improving energy efficiency.
Since then, we have transformed through a series of acquisitions and divestitures and now own a global portfolio of businesses with a primary focus on improving energy efficiency. On February 28, 2023, we completed the sale of our textile chemicals and dyes business (“Textile Effects Business”) to Archroma, a portfolio company of SK Capital Partners (“Archroma”).
Product group Applications Maleic anhydride Construction, lubricant additives, marine, automotive, agrochemicals, paper and food additives Maleic anhydride is produced by oxidizing either benzene or normal butane using a catalyst. Our maleic anhydride technology is a proprietary fixed bed butane-based process with a solvent recovery and refining system.
Maleic anhydride is also used in components or additives for lubricants, copolymers, food acidulants and water and paper chemicals. Product group Applications Maleic anhydride Construction, lubricant additives, marine, automotive, recreation, agrochemicals, paper, water and food additives Maleic anhydride is produced by oxidizing either benzene or normal butane using a catalyst.
Polyurethane chemicals are used to produce rigid and flexible foams, as well as coatings, adhesives, sealants and elastomers. We focus on differentiated MDI-based polyurethane systems and polyurethane component molecules. Volume growth in our Polyurethanes segment has been driven primarily by global economic activity and the continued substitution of MDI-based products for other materials across a broad range of applications.
Volume growth in our Polyurethanes segment has been driven primarily by global economic activity and the continued substitution of MDI-based products for other materials across a broad range of applications. We operate three major polyurethane manufacturing facilities in the United States (“U.S.”), Europe and China.
As a result, the growth in demand for BDO supports growing demand for our maleic anhydride technology. Generally, changes in price have resulted from a combination of changes in industry capacity utilization and underlying raw material costs.
Our maleic anhydride technology is a proprietary fixed bed butane-based process with a solvent recovery and refining system. We believe that our process is superior in the areas of feedstock and energy efficiency and solvent recovery. Generally, changes in price have resulted from a combination of changes in industry capacity utilization and underlying raw material costs.
We consume certain amines produced by our Performance Products segment and isocyanates produced by our Polyurethanes segment, which we use to formulate our Advanced Materials products. Competition The markets in which our Advanced Materials segment competes are diverse and require an appropriate human capital and asset footprint to compete effectively.
Risk Factors.” Competition The markets in which our Advanced Materials segment competes are diverse and require an appropriate human capital and asset footprint to compete effectively. The competitive intensity, capital investment and development of proprietary technology and maintenance of product research and development are all market specific.
Our principal executive offices are located at 10003 Woodloch Forest Drive, The Woodlands, Texas 77380, and our telephone number at that location is (281) 719-6000. O ur P roducts (1) Percentage allocations in this chart do not give effect to Corporate and other unallocated items and eliminations.
Our principal executive offices are located at 10003 Woodloch Forest Drive, The Woodlands, Texas 77380, and our telephone number at that location is (281) 719-6000. O ur B u sines s S e gment s (1) For a reconciliation of total reportable segments’ adjusted EBITDA to (loss) income from continuing operations before income taxes, see “Note 27.
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On February 28, 2023, we completed the sale of our textile chemicals and dyes business (“Textile Effects Business”) to Archroma, a portfolio company of SK Capital Partners (“Archroma”), and during the first quarter of 2024, we finalized the purchase price valued at $597 million, which includes adjustments to the purchase price for working capital, plus the assumption of underfunded pension liabilities.
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Operating Segment Information” to our consolidated financial statements.
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For a reconciliation of net (loss) income to total adjusted EBITDA and further details of cash provided by operating activities from continuing operations, see “Part II. Item 7.
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Polyurethane chemicals are used to produce rigid and flexible foams, composite wood products, and a wide range of coatings, adhesives, sealants and elastomers. We focus on differentiated MDI-based polyurethane systems and polyurethane component molecules.
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We operate three major polyurethane manufacturing facilities in the United States (“U.S.”), Europe and China. We also operate 26 strategically located downstream facilities, of which 17 are polyurethane formulation facilities, commonly referred to in the chemical industry as “systems houses”.
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We consume certain amines produced by our Performance Products segment and isocyanates produced by our Polyurethanes segment, which we use to formulate our Advanced Materials products. For additional information about our risks of raw material supply chain disruptions, see “Part I. Item 1A.
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As a result, we have made a number of “bolt-on” acquisitions in the last decade to expand our downstream footprint and align with our strategic intent. Along with this, we continuously evaluate our global footprint to better utilize our assets and systems houses while providing strong customer support and technical service.
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In December 2025, the EU agreed to set a legally binding target to reduce GHG emissions by 90% from 1990 levels by 2040 and to buy foreign carbon credits to cover 5% of the emissions cuts.
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We believe that our process is superior in the areas of feedstock and energy efficiency and solvent recovery. The maleic anhydride-based route to BDO manufacture is currently the preferred process technology and is favored over the other routes, which utilize PO, butadiene or acetylene as feedstocks.
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Moreover, beginning in 2028 for the 2027 financial year, the EU’s Corporate Sustainability Reporting Directive may require us to report on a wide-range of detailed environmental, social, and governance related matters. The topics may range from pollution to biodiversity, business conduct, and climate change.
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The competitive intensity, capital investment and development of proprietary technology and maintenance of product research and development are all market specific. We operate dedicated technology centers in Basel, Switzerland; The Woodlands, Texas; Merrimack, New Hampshire, and Shanghai, China in support of our product and technology development.
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In 2023, the EU adopted the Carbon Border Adjustment Mechanism (“CBAM”), which subjects certain imported materials to a carbon levy linked to the carbon price payable on domestic goods under the ETS. Following a transitional phase beginning in October 2023, the definitive EU CBAM regime entered into force on January 1, 2026.
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Moreover, beginning in 2026, the EU’s Corporate Sustainability Reporting Directive will mandate reporting of wide-ranging environmental, social, and governance (“ESG”) data, which is estimated to affect a significant number of companies in the EU and foreign companies with EU operations—including some companies based in the U.S.
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The EU CBAM could increase our costs of importing materials beginning in 2026 and/or limit our ability to import lower cost materials from non-EU countries. Additionally, the recently proposed United Kingdom (“U.K.”) CBAM, if implemented, could further increase our costs. Domestic efforts to curb GHG emissions are being driven by the U.S.
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Affected companies or their EU-based subsidiaries will be required to report on matters ranging from pollution to biodiversity, business conduct, and climate change. Failure to do so could result in financial liabilities, civil or criminal penalties, and reputational risks.
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Of note, in September 2025, EPA published a proposed rule to amend the Greenhouse Gas Reporting Program to remove program obligations for most source categories and suspend program obligations until reporting year 2034. On March 6, 2024, the U.S.
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Court of Appeals for the Eighth Circuit was selected to consolidate the lawsuits, and on April 4, 2024, the SEC voluntarily stayed the rules pending the outcome of the litigation.
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The District Court initially denied a preliminary injunction against California’s enforcement of the laws, which was subsequently appealed to the U.S. Court of Appeals for the Ninth Circuit. A three-judge panel heard oral arguments related to the challenges of S.B. 253 and S.B. 261 on January 9 but has yet to issue a decision.
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The Ninth Circuit previously stayed enforcement of S.B. 261 pending appeal, leaving S.B. 253 in place for now, but the California Air Resources Board has yet to set regulations on the timing of reporting the scope 1, 2, and 3 GHG emissions required by S.B. 253. The litigation is ongoing, and the ultimate outcome remains uncertain.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeIn addition, we could be required to expend significant additional efforts to respond to information technology issues or to protect against threatened or actual cyberattacks. Finally, data privacy is subject to frequently changing rules and regulations in countries where we do business.
Biggest changeIn addition, we could be required to expend significant additional efforts to respond to information technology issues or to protect against threatened or actual cyberattacks. Many of the tools and resources we integrate, or will integrate, into our business use some form of artificial intelligence, which has the potential to result in bias and other unintended consequences.
Furthermore, certain foreign jurisdictions may take actions to delay our ability to collect value-added tax refunds. 14 Significant price volatility or interruptions in supply of our raw materials and energy may result in increased costs that we may be unable to pass on to our customers, which could reduce our profitability.
Furthermore, certain foreign jurisdictions may take actions to delay our ability to collect value-added tax refunds. 14 Table of Contents Significant price volatility or interruptions in supply of our raw materials and energy may result in increased costs that we may be unable to pass on to our customers, which could reduce our profitability.
In addition, we may fail to fully achieve the savings or growth projected for current or future initiatives notwithstanding the expenditure of substantial resources in pursuit thereof. 15 We are subject to risks relating to our information technology systems, and any technology disruption or cyberattack could negatively affect our operations.
In addition, we may fail to fully achieve the savings or growth projected for current or future initiatives notwithstanding the expenditure of substantial resources in pursuit thereof. 15 Table of Contents We are subject to risks relating to our information technology systems, and any technology disruption or cyberattack could negatively affect our operations.
If our guidance varies from actual results, the market value of our common stock could have unanticipated movements. 19
If our guidance varies from actual results, the market value of our common stock could have unanticipated movements. 19 Table of Contents
We rely on information technology systems across our operations, including for management, supply chain and financial information and various other processes and transactions. Our ability to effectively manage our business depends on the security, reliability and capacity of these systems.
We rely on information technology systems, including tools that utilize artificial intelligence, across our operations, including for management, supply chain and financial information and various other processes and transactions. Our ability to effectively manage our business depends on the security, reliability and capacity of these systems.
For example, in the United Kingdom (“U.K.”) and Germany semi-public pension protection programs have the authority in certain circumstances to assume responsibility for underfunded pension schemes, including the right to recover the amount of the underfunding from us.
For example, in the U.K. and Germany semi-public pension protection programs have the authority in certain circumstances to assume responsibility for underfunded pension schemes, including the right to recover the amount of the underfunding from us.
If implemented, we anticipate that these regulations may result in material changes to Huntsman. Regardless of the outcome of ongoing regulatory actions or legal challenges, regulations, international agreements and initiatives aimed at reducing GHG emissions could affect the long-term price and supply of electricity and natural gas, and also drive greater demand for energy efficient products and renewable energy.
Regardless of the outcome of ongoing regulatory actions or legal challenges, the regulations, international agreements and initiatives aimed at reducing GHG emissions could affect the long-term price and supply of electricity and natural gas, and also drive greater demand for energy efficient products and renewable energy.
Any limitation on our ability to continue to raise money in the debt capital markets could have a substantial negative effect on our liquidity.
The addition of more debt to our capital structure could also impact our credit ratings. Any limitation on our ability to continue to raise money in the debt capital markets could have a substantial negative effect on our liquidity.
Furthermore, governmental, regulatory and societal demands for increasing levels of product safety and environmental protection could result in increased pressure for more stringent regulatory control with respect to the chemical industry.
The costs of compliance with any new laws or regulations cannot be estimated until the way they will be implemented has been more precisely defined. Furthermore, governmental, regulatory and societal demands for increasing levels of product safety and environmental protection could result in increased pressure for more stringent regulatory control with respect to the chemical industry.
Such a finding could result in either the issuance of rules restricting the use of the chemical being evaluated or in the need for additional testing. The costs of compliance with any new laws or regulations cannot be estimated until the way they will be implemented has been more precisely defined.
Such a finding could result in either the issuance of rules restricting the use of the chemical being evaluated or in the need for additional testing.
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In addition, on April 9, 2024, EPA updated the Hazardous Organic National Emission Standards for Hazardous Air Pollutants under the CAA, also known as the HON rule, imposing more stringent emissions regulations and additional air monitoring requirements for approximately 200 chemical plants across the U.S. Huntsman, along with several industry groups and states, has challenged the final rule.
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In addition, the rapid evolution and increased adoption of artificial intelligence technologies may intensify our cybersecurity risks as attackers increase their utilization of artificial intelligence tools. Artificial intelligence technologies may also be used by malicious third parties to enable new or augment existing attack techniques, tactics and protocols.
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The addition of more debt to our capital structure could also impact our credit ratings. Failure to maintain an investment grade rating would adversely affect our borrowing costs and could adversely affect our access to the debt capital markets.
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Additionally, our use of artificial intelligence software may create additional risks related to the potential for intellectual property infringement or the unintentional disclosure of intellectual property and proprietary, confidential, personal or otherwise sensitive information. Finally, data privacy is subject to frequently changing rules and regulations in countries where we do business.
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In September 2025, EPA proposed further amendments to regulations implementing the TSCA’s risk evaluation requirements in an effort to mandate only the assessment of “unreasonable risk” of injury to health or the environment under the conditions of use, as opposed to every condition of use.
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In June 2025, the Trump Administration and EPA issued a proposed rule to repeal all GHG emission standards for fossil fuel-fired power plants under the CAA and proposed to make a finding that GHG emissions from such plants do not contribute significantly to dangerous air pollution.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeLocation Business segment Description of facility The Woodlands, Texas (1) Various Executive Offices, Operating Headquarters, Global Technology Center and Shared Services Center Kraków, Poland (1) Various Global Business Services Center Kuala Lumpur, Malaysia (1) Various Global Business Services Center San Jose, Costa Rica (1) Various Global Business Services Center Mumbai, India (1) Various Administrative Offices, Labs and Shared Services Center Caojing, China Polyurethanes MDI Manufacturing Facility Auburn Hills, Michigan (1) Polyurethanes Polyurethane Research Facility Arlington, Texas Polyurethanes Polyurethane Systems House Azeglio, Italy Polyurethanes Polyurethane Systems House Boisbriand, Canada Polyurethanes Polyurethane Systems House Cartagena, Colombia Polyurethanes Polyurethane Systems House Castelfranco Emilia, Italy Polyurethanes Polyurethane Systems House Dammam, Saudi Arabia (2) Polyurethanes Polyurethane Systems House Deer Park, Australia (1) Polyurethanes Polyurethane Systems House Dubai, United Arab Emirates Polyurethanes Polyurethane Systems House Georgsmarienhütte, Germany Polyurethanes Polyurethane Systems House Istanbul, Turkey Polyurethanes Polyurethane Systems House King’s Lynn, U.K.
Biggest changeLocation Business segment Description of facility The Woodlands, Texas (1) Various Executive Offices, Operating Headquarters, Global Technology Center and Shared Services Center Kraków, Poland (1) Various Global Business Services Center Kuala Lumpur, Malaysia (1) Various Global Business Services Center San Jose, Costa Rica (1) Various Global Business Services Center Mumbai, India (1) Various Administrative Offices, Labs and Shared Services Center Caojing, China (2) Polyurethanes MDI Manufacturing Facility Auburn Hills, Michigan (1) Polyurethanes Polyurethane Research Facility Azeglio, Italy Polyurethanes Polyurethane Systems House Cartagena, Colombia Polyurethanes Polyurethane Systems House Castelfranco Emilia, Italy Polyurethanes Polyurethane Systems House Dammam, Saudi Arabia (3) Polyurethanes Polyurethane Systems House Deer Park, Australia (1) Polyurethanes Polyurethane Systems House Deggendorf, Germany Polyurethanes Polyurethane Systems House Georgsmarienhütte, Germany Polyurethanes Polyurethane Systems House Istanbul, Turkey Polyurethanes Polyurethane Systems House Obninsk, Russia Polyurethanes Polyurethane Systems House Pune, India (1) Polyurethanes Polyurethane Systems House Tianjin, China (1) Polyurethanes Polyurethane Systems House Tlalnepantla, Mexico Polyurethanes Polyurethane Systems House Jinshan, China (1) Polyurethanes TPU Manufacturing Facility Osnabrück, Germany Polyurethanes TPU Manufacturing Facility Ringwood, Illinois (1) Polyurethanes TPU Manufacturing Facility Derry, New Hampshire (1) Polyurethanes TPU Research Facility Nanjing, China (4) Polyurethanes PO and MTBE Manufacturing Facilities Houston, Texas (1) Polyurethanes Polyols Manufacturing Facility Kuan Yin, Taiwan Polyurethanes Polyols Manufacturing Facility Arlington, Texas Polyurethanes Spray Polyurethane Foam Manufacturing Facility Mississauga, Canada (1) Polyurethanes Spray Polyurethane Foam Manufacturing Facility Wilton, U.K.
Advanced Materials Formulating and Synthesis Facility McIntosh, Alabama Advanced Materials Formulating and Synthesis Facility Monthey, Switzerland Advanced Materials Formulating and Synthesis Facility Panyu, China (6) Advanced Materials Formulating and Synthesis Facility Rock Hill, South Carolina Advanced Materials Formulating and Synthesis Facility Bad Saeckingen, Germany Advanced Materials Formulating Facility East Lansing, Michigan Advanced Materials Formulating Facility Los Angeles, California Advanced Materials Formulating Facility Taboão da Serra, Brazil Advanced Materials Formulating Facility Akron, Ohio Advanced Materials Synthesis Facility Bergkamen, Germany Advanced Materials Synthesis Facility Pamplona, Spain Advanced Materials Synthesis Facility Merrimack, New Hampshire (1) Advanced Materials Research Facility Basel, Switzerland (1) Advanced Materials Technology Center (1) Leased land and/or building.
Advanced Materials Formulating and Synthesis Facility McIntosh, Alabama Advanced Materials Formulating and Synthesis Facility Monthey, Switzerland Advanced Materials Formulating and Synthesis Facility Panyu, China (7) Advanced Materials Formulating and Synthesis Facility Rock Hill, South Carolina Advanced Materials Formulating and Synthesis Facility Bad Saeckingen, Germany Advanced Materials Formulating Facility East Lansing, Michigan Advanced Materials Formulating Facility Los Angeles, California Advanced Materials Formulating Facility Taboão da Serra, Brazil Advanced Materials Formulating Facility Akron, Ohio Advanced Materials Synthesis Facility Bergkamen, Germany Advanced Materials Synthesis Facility Pamplona, Spain Advanced Materials Synthesis Facility Merrimack, New Hampshire (1) Advanced Materials Research Facility Basel, Switzerland (1) Advanced Materials Technology Center (1) Leased land and/or building.
Rubicon is a separate legal entity that operates both the assets that we own jointly with Lanxess and our wholly-owned assets at Geismar. (5) 50% interest in AAC, our consolidated manufacturing joint venture with the Zamil Group. (6) 95%-owned consolidated manufacturing joint venture with Guangzhou Sheng’an Package Company Limited.
Rubicon is a separate legal entity that operates both the assets that we own jointly with Lanxess and our wholly-owned assets at Geismar. (6) 50% interest in AAC, our consolidated manufacturing joint venture with the Zamil Group. (7) 95%-owned consolidated manufacturing joint venture with Guangzhou Sheng’an Package Company Limited.
(4) The ownership of the Geismar facility is as follows: we own 100% of the MDI, polyol and maleic anhydride facilities, and Rubicon, a consolidated manufacturing joint venture with Lanxess in which we own a 50% interest, owns the aniline and nitrobenzene facilities.
(5) The ownership of the Geismar facility is as follows: we own 100% of the MDI, polyol and maleic anhydride facilities, and Rubicon, a consolidated manufacturing joint venture with Lanxess in which we own a 50% interest, owns the aniline and nitrobenzene facilities.
Performance Products Amines Manufacturing Facility Petfurdo, Hungary Performance Products Amines Manufacturing Facility Port Neches, Texas Performance Products Amines Manufacturing Facility 21 Table of Contents Moers, Germany (1) Performance Products Maleic Anhydride Manufacturing Facility Pensacola, Florida (1) Performance Products Maleic Anhydride Manufacturing Facility Ashtabula, Ohio Advanced Materials Formulating and Synthesis Facility Duxford, U.K.
Performance Products Amines Manufacturing Facility Petfurdo, Hungary Performance Products Amines Manufacturing Facility Port Neches, Texas Performance Products Amines Manufacturing Facility 21 Table of Contents Pensacola, Florida (1) Performance Products Maleic Anhydride Manufacturing Facility Ashtabula, Ohio Advanced Materials Formulating and Synthesis Facility Duxford, U.K.
Polyurethanes Aniline and Nitrobenzene Manufacturing Facilities Rotterdam, The Netherlands (1) Polyurethanes MDI Manufacturing Facility, Polyols Manufacturing Facilities, Polyurethane Systems House and Shared Services Center Geismar, Louisiana (4) Polyurethanes and Performance Products MDI, Nitrobenzene (4) , Aniline (4) , Polyols and Maleic Anhydride Manufacturing Facilities, Polyurethane Systems House Frankfurt, Germany (1) Polyurethanes, Performance Products and Advanced Materials Polyurethanes, Performance Products and Advanced Materials Regional Headquarters Tienen, Belgium (1) Polyurethanes and Performance Products Global Technology Center Shanghai, China (1) Polyurethanes, Performance Products and Advanced Materials Polyurethanes, Performance Products and Advanced Materials Regional Headquarters, Global Technology Center, Shared Services Center and Polyurethane Systems House Conroe, Texas Performance Products Amines Manufacturing Facility Freeport, Texas (1) Performance Products Amines Manufacturing Facility Jubail, Saudi Arabia (5) Performance Products Amines Manufacturing Facility Jurong Island, Singapore (1) Performance Products Amines Manufacturing Facility Llanelli, U.K.
Polyurethanes Aniline and Nitrobenzene Manufacturing Facilities Rotterdam, The Netherlands (1) Polyurethanes MDI and Polyols Manufacturing Facilities and Shared Services Center Geismar, Louisiana (5) Polyurethanes and Performance Products MDI, Nitrobenzene (4) , Aniline (4) , Polyols and Maleic Anhydride Manufacturing Facilities Tienen, Belgium (1) Polyurethanes and Performance Products Global Technology Center Shanghai, China (1) Polyurethanes, Performance Products and Advanced Materials Polyurethanes, Performance Products and Advanced Materials Regional Headquarters, Global Technology Center, Shared Services Center and Polyurethane Systems House Ho Chi Minh City, Vietnam (1) Polyurethanes and Advanced Materials Polyurethane Systems House and Formulating Facility Conroe, Texas Performance Products Amines Manufacturing Facility Freeport, Texas (1) Performance Products Amines Manufacturing Facility Jubail, Saudi Arabia (6) Performance Products Amines Manufacturing Facility Jurong Island, Singapore (1) Performance Products Amines Manufacturing Facility Llanelli, U.K.
(2) 51%-owned consolidated manufacturing joint venture with Basic Chemical Industries Ltd. (3) 49% interest in Nanjing Jinling Huntsman New Material Co., Ltd., our unconsolidated manufacturing joint venture with Sinopec.
(2) 70%-owned consolidated manufacturing joint venture with Shanghai Chlor-Alkali Chemical Company Ltd. (3) 51%-owned consolidated manufacturing joint venture with Basic Chemical Industries Ltd. (4) 49% interest in Nanjing Jinling Huntsman New Material Co., Ltd., our unconsolidated manufacturing joint venture with Sinopec.
Removed
(1) Polyurethanes Polyurethane Systems House Kuan Yin, Taiwan Polyurethanes Polyurethane Systems House Obninsk, Russia Polyurethanes Polyurethane Systems House Pune, India (1) Polyurethanes Polyurethane Systems House Tianjin, China (1) Polyurethanes Polyurethane Systems House Tlalnepantla, Mexico Polyurethanes Polyurethane Systems House Deggendorf, Germany Polyurethanes Polyurethane Systems House and Technology Center Jinshan, China (1) Polyurethanes TPU Manufacturing Facility Osnabrück, Germany Polyurethanes TPU Manufacturing Facility Ringwood, Illinois (1) Polyurethanes TPU Manufacturing Facility Derry, New Hampshire (1) Polyurethanes TPU Research Facility Nanjing, China (3) Polyurethanes PO and MTBE Manufacturing Facilities Houston, Texas (1) Polyurethanes Polyols Manufacturing Facility Ho Chi Minh City, Vietnam (1) Polyurethanes and Advanced Materials Polyurethane Systems House and Formulating Facility Wilton, U.K.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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Biggest changeThe complaint alleged multiple unauthorized emissions events and reporting discrepancies that occurred between December 2016 and June 2019 at our former manufacturing facility in Port Neches, Texas. While the state initially sought monetary relief between $250,000 and $1 million, additional allegations were added, which may result in a penalty in the upper range or higher.
Biggest changeThe complaint alleged multiple unauthorized emissions events and reporting discrepancies that occurred between December 2016 and June 2019 at our former manufacturing facility in Port Neches, Texas. The parties reached an agreement to resolve the state’s pending claims, wherein the State of Texas was awarded $1,350,000 in civil penalties and $150,000 in attorneys’ fees.
ITEM 3. LEGAL PROCEEDINGS Texas Emissions Enforcement On July 26, 2021, the Attorney General of the State of Texas filed a civil suit in the District Court of Travis County, Texas seeking civil penalties and attorney’s fees for alleged violations of the Texas Clean Air Act, Texas Commission on Environmental Quality regulations and facility permit terms.
ITEM 3. LEGAL PROCEEDINGS Texas Emissions Enforcement On July 26, 2021, the Attorney General of the State of Texas filed a civil suit in the District Court of Travis County, Texas seeking civil penalties and attorneys’ fees for alleged violations of the Texas Clean Air Act, Texas Commission on Environmental Quality regulations and facility permit terms.
We completed the sale of our former Port Neches, Texas facility to Indorama Ventures Holdings L.P. on January 3, 2020. We believe that we are contractually indemnified for any defense costs and potential liability that may result from this action.
We completed the sale of our former Port Neches, Texas facility to Indorama Ventures Holdings L.P. on January 3, 2020. We believe that we are contractually indemnified for defense costs and potential liabilities that result from this action.

Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

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Biggest changeLister joined Huntsman in July 1999 with the ICI acquisition. Mr. Lister is a U.K. Chartered Management Accountant. David Stryker, age 66, is Executive Vice President, General Counsel and Secretary. Mr. Stryker was appointed to this position in June 2013. Prior to joining Huntsman, Mr.
Biggest changeLister joined Huntsman in July 1999 with the ICI acquisition. Mr. Lister is a U.K. Chartered Management Accountant. Amy K. Smedley, age 55, is Executive Vice President, General Counsel and Secretary. Ms. Smedley was appointed to this position in January 2026. From January 2022 to December 2025, Ms.
Hardman is a Certified Public Accountant and holds a master’s degree in tax accounting. Ivan Marcuse , age 48, is Vice President, Investor Relations and Corporate Development. Prior to joining Huntsman in April 2017, Mr. Marcuse served as Director, Equity Research, Specialty Chemicals for KeyBanc Capital Markets Inc. from August 2011 to February 2017.
Hardman is a Certified Public Accountant and holds a master’s degree in tax accounting. Ivan Marcuse , age 49, is Vice President, Investor Relations and Corporate Development. Prior to joining Huntsman in April 2017, Mr. Marcuse served as Director, Equity Research, Specialty Chemicals for KeyBanc Capital Markets Inc. from August 2011 to February 2017.
Benko served in a variety of EHS roles with increasing responsibility at several companies including Anadarko Petroleum Corporation, Chesapeake Energy Corporation and BP. R. Wade Rogers , age 59, is Senior Vice President, Global Human Resources and Chief Compliance Officer. Mr. Rogers has held the position of Senior Vice President, Global Human Resources since August 2009.
Benko served in a variety of EHS roles with increasing responsibility at several companies including Anadarko Petroleum Corporation, Chesapeake Energy Corporation and BP. R. Wade Rogers , age 60, is Senior Vice President, Global Human Resources and Chief Compliance Officer. Mr. Rogers has held the position of Senior Vice President, Global Human Resources since August 2009.
Jorgensen served as an Internal Audit Manager at General Electric Consumer Finance and a Senior Audit Manager at Deloitte & Touche LLP. Mr. Jorgensen is a Certified Public Accountant. Twila Day , age 63, is Vice President and Chief Information Officer. Ms. Day was appointed to this position upon joining Huntsman in November 2018. Prior to joining Huntsman, Ms.
Jorgensen served as an Internal Audit Manager at General Electric Consumer Finance and a Senior Audit Manager at Deloitte & Touche LLP. Mr. Jorgensen is a Certified Public Accountant. Twila Day , age 64, is Vice President and Chief Information Officer. Ms. Day was appointed to this position upon joining Huntsman in November 2018. Prior to joining Huntsman, Ms.
Mei holds a master’s degree in business administration. Rachel Muir , age 51, is Vice President, Deputy General Counsel and Assistant Secretary. Ms. Muir was appointed to this position in May 2022. Ms. Muir joined Huntsman in 2007 and has held multiple positions of increasing responsibility in the legal department. Prior to joining Huntsman, Ms.
Mei holds a master’s degree in business administration. Rachel Muir , age 52, is Vice President, Deputy General Counsel and Assistant Secretary. Ms. Muir was appointed to this position in May 2022. Ms. Muir joined Huntsman in 2007 and has held multiple positions of increasing responsibility in the legal department. Prior to joining Huntsman, Ms.
Buberl holds a master’s degree in international marketing and a master’s degree in business administration. Scott J. Wright , age 53, is Division President, Advanced Materials. Mr. Wright was appointed to this position in June 2016. Prior to that time, Mr. Wright served as Vice President of Huntsman Advanced Materials—Europe, Middle East & Africa since 2011.
Buberl holds a master’s degree in international marketing and a master’s degree in business administration. Scott J. Wright , age 54, is Division President, Advanced Materials. Mr. Wright was appointed to this position in June 2016. Prior to that time, Mr. Wright served as Vice President of Huntsman Advanced Materials—Europe, Middle East & Africa since 2011.
Previously, he was Vice President, Equity Research, Building Products and Materials, for Northcoast Research. Mr. Marcuse is a CFA charterholder and holds a master’s degree in business administration. Claire Mei , age 50, is Vice President and Treasurer. Ms. Mei was appointed to this role upon joining Huntsman in August of 2018. Prior to joining Huntsman, Ms.
Previously, he was Vice President, Equity Research, Building Products and Materials, for Northcoast Research. Mr. Marcuse is a CFA charterholder and holds a master’s degree in business administration. Claire Mei , age 51, is Vice President and Treasurer. Ms. Mei was appointed to this role upon joining Huntsman in August of 2018. Prior to joining Huntsman, Ms.
Nooshin Vaughn , age 50, is Vice President, Financial Planning and Analysis and Global Business Services. Ms. Vaughn was appointed to this position effective June 2018. Ms. Vaughn previously served as Director, Investor Relations. Prior to that, Ms. Vaughn held numerous roles in finance, accounting and information technology. Prior to joining Huntsman in 1997, Ms.
Nooshin Vaughn , age 51, is Vice President, Financial Planning and Analysis and Global Business Services. Ms. Vaughn was appointed to this position effective June 2018. Ms. Vaughn previously served as Director, Investor Relations. Prior to that, Ms. Vaughn held numerous roles in finance, accounting and information technology. Prior to joining Huntsman in 1997, Ms.
Huntsman is a director or manager, as applicable, of Huntsman International and certain of our other subsidiaries. Phil Lister , age 52, is Executive Vice President and Chief Financial Officer. Mr. Lister was appointed to this position in July 2021. From May 2019 to June 2021, Mr. Lister served as Vice President, Corporate Development.
Huntsman is a director or manager, as applicable, of Huntsman International and certain of our other subsidiaries. Phil Lister , age 53, is Executive Vice President and Chief Financial Officer. Mr. Lister was appointed to this position in July 2021. From May 2019 to June 2021, Mr. Lister served as Vice President, Corporate Development.
Muir was an associate attorney at the law firm of Ballard Spahr LLP. Ms. Muir started her legal career at Gibson, Dunn & Crutcher LLP. Pierre Poukens , age 62, is Vice President, Internal Audit, a position he has held since February 2012. Mr.
Muir was an associate attorney at the law firm of Ballard Spahr LLP. Ms. Muir started her legal career at Gibson, Dunn & Crutcher LLP. Pierre Poukens , age 63, is Vice President, Internal Audit, a position he has held since February 2012. Mr.
ITEM 4. MINE SAFETY DISCLOSURES Not applicable. 22 Table of Contents INFORMATION ABOUT OUR EXECUTIVE OFFICERS The following is information concerning our executive officers and significant employees as of the date of this report. Peter R. Huntsman , age 61, is Chairman of the Board, President and Chief Executive Officer of our Company. Peter R.
ITEM 4. MINE SAFETY DISCLOSURES Not applicable. 22 Table of Contents INFORMATION ABOUT OUR EXECUTIVE OFFICERS The following is information concerning our executive officers and significant employees as of the date of this report. Peter R. Huntsman , age 62, is Chairman of the Board, President and Chief Executive Officer of our Company. Peter R.
Before joining Huntsman’s Advanced Materials segment, Mr. Wright spent 15 years in Huntsman’s former pigments and additives business in a number of roles of increasing responsibility including product development, business planning, marketing and sales. Prior to joining Huntsman in July 1999, Mr. Wright worked with ICI.
Before joining our Advanced Materials segment, Mr. Wright spent 15 years in our former pigments and additives business in a number of roles of increasing responsibility including product development, business planning, marketing and sales. Prior to joining Huntsman in July 1999, Mr. Wright worked with ICI.
Brittany Benko , age 50, is Senior Vice President, Environmental, Health & Safety and Manufacturing Excellence and Corporate Sustainability Officer. Prior to joining Huntsman in August 2020, Ms. Benko served as Vice President, Health, Safety, Environment and Regulatory at Southwestern Energy Company. Previously, Ms.
Brittany Benko , age 51, is Senior Vice President, Environmental, Health & Safety and Manufacturing Excellence and Corporate Sustainability Officer. Prior to joining Huntsman in August 2020, Ms. Benko served as Vice President, Health, Safety, Environment and Regulatory at Southwestern Energy Company. Previously, Ms.
From April 2011 to April 2019, Mr. Lister served in Huntsman’s Polyurethanes division as Vice President, Global Finance and Controller, a role including divisional leadership of strategic planning as well as mergers and acquisitions. Prior to that, Mr. Lister served in numerous financial and business roles in Polyurethanes both in Europe and in the U.S. Mr.
From April 2011 to April 2019, Mr. Lister served in our Polyurethanes segment as Vice President, Global Finance and Controller, a role including divisional leadership of strategic planning as well as mergers and acquisitions. Prior to that, Mr. Lister served in numerous financial and business roles in Polyurethanes both in Europe and in the U.S. Mr.
Jorgensen served as Vice President Finance and Controller in Huntsman’s Performance Products division since January 2017, as Vice President of Accounting Shared Services and Internal Controls since February 2012, as Vice President of Internal Audit and Internal Controls since May 2007 and other positions since joining Huntsman in May 2004. Prior to joining Huntsman, Mr.
Jorgensen served as Vice President Finance and Controller in our Performance Products segment since January 2017, as Vice President of Accounting Shared Services and Internal Controls since February 2012, as Vice President of Internal Audit and Internal Controls since May 2007 and other positions since joining Huntsman in May 2004. Prior to joining Huntsman, Mr.
Buberl was appointed to this position in August 2024. Prior to that time, Mr. Buberl served as Vice President—Americas for our Polyurethanes segment and as a director of our Chinese PO/MTBE joint venture with Sinopec since January 2019. From June 2017 through December 2018, Mr.
Jan Buberl , age 50, is Division President, Performance Products. Mr. Buberl was appointed to this position in August 2024. Prior to that time, Mr. Buberl served as Vice President—Americas for our Polyurethanes segment and as a director of our Chinese PO/MTBE joint venture with Sinopec since January 2019. From June 2017 through December 2018, Mr.
Hardman , age 61, is Vice President, Tax. Mr. Hardman served as Chief Tax Officer from 1999 until he was appointed to his current position in 2002. Prior to joining Huntsman in 1999, Mr. Hardman was a tax Senior Manager with the accounting firm of Deloitte & Touche LLP, where he worked for 10 years. Mr.
Hardman , age 62, is Vice President, Tax. Mr. Hardman served as Chief Tax Officer from 1999 until he was appointed to his current position in 2002. Prior to joining Huntsman in 1999, Mr. Hardman was a tax Senior Manager at Deloitte & Touche LLP, where he worked for 10 years. Mr.
Rogers served as Area Manager, Human Resources—Jefferson County Operations. Prior to joining Huntsman, Mr. Rogers held a variety of positions with Texaco Chemical Company. Steven C. Jorgensen , age 56, is Vice President and Controller. Prior to his appointment to this position in August 2021, Mr.
From the time he joined Huntsman in 1994 to August 2000, Mr. Rogers served as Area Manager, Human Resources—Jefferson County Operations. Prior to joining Huntsman, Mr. Rogers held a variety of positions with Texaco Chemical Company. Steven C. Jorgensen , age 57, is Vice President and Controller. Prior to his appointment to this position in August 2021, Mr.
From May 2004 to August 2009, Mr. Rogers served as Vice President, Global Human Resources, from October 2003 to May 2004, Mr. Rogers served as Director, Human Resources—Americas and from August 2000 to October 2003, he served as Director, Human Resources for our Polymers and Base Chemicals businesses. From the time he joined Huntsman in 1994 to August 2000, Mr.
From May 2004 to August 2009, Mr. Rogers served as Vice President, Global Human Resources, from October 2003 to May 2004, Mr. Rogers served as Director, Human Resources—Americas and from August 2000 to October 2003, he served as Director, Human Resources for our former Polymers and Base Chemicals businesses.
Vaughn worked for the accounting firm of Deloitte & Touche LLP. Ms. Vaughn is a Certified Public Accountant. 23 PART II
Vaughn worked at Deloitte & Touche LLP. Ms. Vaughn is a Certified Public Accountant. 23 Table of Contents PART II
Removed
Stryker served as Senior Vice President, General Counsel, Secretary and Chief Compliance Officer of the BASF Corporation since 2004. Previously, he was Associate General Counsel and Chief Compliance Officer at Siemens Corporation and, prior to that, a partner at the law firm of Kirkland & Ellis. Mr.
Added
Smedley served as Executive Vice President and Chief Legal Officer for Savage Companies. Ms. Smedley’s tenure with Huntsman originally began in 2006 and culminated with her serving as Vice President and Deputy General Counsel before she departed the Company in January 2022. Previously, Ms.
Removed
Stryker started his legal career as a judicial clerk to the Honorable Robert H. Bork on the U.S. Court of Appeals for the D.C. Circuit. Anthony P. Hankins , age 67, is Division President, Polyurethanes and Chief Executive Officer, Asia Pacific. Mr. Hankins was appointed to these positions in March 2004 and February 2011, respectively.
Added
Smedley practiced at Snell & Wilmer L.L.P. in Utah from 2003 to 2006 and clerked for the Honorable William T. Thurman, U.S. Bankruptcy Judge for the District of Utah, from 2001 to 2003. Steen Weien Hansen , age 58, is Division President, Polyurethanes. Mr. Hansen was appointed to this position in June 2025. Prior to that time, Mr.
Removed
Hankins served as President, Performance Products, from January 2002 to April 2003, he served as Global Vice President, Rigids Division for our Polyurethanes segment, from October 2000 to December 2001, he served as Vice President—Americas for our Polyurethanes segment, and from March 1998 to September 2000, he served as Vice President—Asia Pacific for our Polyurethanes segment. Mr.
Added
Hansen served as Senior Vice President, Global Automotive and Global Elastomers for our Polyurethanes segment, a role he held since January 2022. Prior to that, he served as Vice President, Europe, Africa, Middle East and India for our Polyurethanes segment and Vice President, Asia Pacific for our Advanced Materials segment.
Removed
Hankins worked for ICI from 1980 to February 1998, when he joined our Company. At ICI, Mr. Hankins held numerous management positions in the plastics, fibers and polyurethanes businesses. He has extensive international experience, having held senior management positions in Europe, Asia and the U.S. Jan Buberl , age 49, is Division President, Performance Products. Mr.
Added
He has held a number of other leadership roles within the organization since joining the Company in 1999, including Vice President for the Advanced Materials segment's global operations and supply chain function as well as commercial leadership roles in the Polyurethanes segment and the corporate purchasing function. Mr. Hansen holds a bachelor’s degree in market economics.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

11 edited+1 added−1 removed1 unchanged
Biggest changeIn accordance with SEC requirements, the return for each issuer has been weighted according to the respective issuer’s stock market capitalization at the beginning of each period for which a return is indicated.
Biggest changeIn accordance with SEC requirements, the return for each issuer has been weighted according to the respective issuer’s stock market capitalization at the beginning of each period for which a return is indicated. Our 2025 Performance Peers consist of the following companies: Ashland Global Holdings Inc., BASF Corp, Celanese Corporation, Clariant AG, Dow Inc., Eastman Chemical Company, Evonik, H.B.
P urchases Of E quity S ecurities By The C ompany The following table provides information with respect to shares of our common stock that we repurchased as part of our share repurchase program and shares of restricted stock granted under our stock incentive plans that we withheld upon vesting to satisfy our tax withholding obligations during the three months ended December 31, 2024.
P urchases Of E quity S ecurities By The C ompany The following table provides information with respect to shares of our common stock that we repurchased as part of our share repurchase program and shares of restricted stock granted under our stock incentive plans that we withheld upon vesting to satisfy our tax withholding obligations during the three months ended December 31, 2025.
(2) On October 26, 2021, our Board of Directors announced a new share repurchase program of $1 billion. On March 25, 2022, our Board of Directors increased the authorization of our existing share repurchase program from $1 billion of repurchases to $2 billion. The share repurchase program is supported by our free cash flow generation.
(2) On October 26, 2021, our Board of Directors approved a new share repurchase program of $1 billion. On March 25, 2022, our Board of Directors increased the authorization of our existing share repurchase program from $1 billion of repurchases to $2 billion. The share repurchase program is supported by our free cash flow generation.
During the year ended December 31, 2024, we did not repurchase any shares of our common stock under this program. 24 Table of Contents P erformance g raph The following performance graph compares the cumulative total return (including dividends) to the holders of our common stock from December 31, 2019 through December 31, 2024, with the cumulative total returns of (i) the S&P 500 Index and (ii) our 2024 performance peers, which consists of 12 chemical companies whose valuations are influenced by similar financial measures and against whom we compete for market share and investor capital (the “2024 Performance Peers”).
During the year ended December 31, 2025, we did not repurchase any shares of our common stock under this program. 24 Table of Contents P erformance g raph The following performance graph compares the cumulative total return (including dividends) to the holders of our common stock from December 31, 2020 through December 31, 2025, with the cumulative total returns of (i) the S&P 500 Index and (ii) our 2025 performance peers, which consists of 12 chemical companies whose valuations are influenced by similar financial measures and against whom we compete for market share and investor capital (“2025 Performance Peers”).
The comparison assumes $100 was invested on December 31, 2019 in our common stock as well as in the S&P 500 Index and the 2024 Performance Peers and assumes reinvestment of dividends, as applicable. The figures in the graph below are rounded to the nearest dollar. All data in the graph have been provided by S&P Global.
The comparison assumes $100 was invested on December 31, 2020 in our common stock as well as in the S&P 500 Index and our 2025 Performance Peers and assumes reinvestment of dividends, as applicable. The figures in the graph below are rounded to the nearest dollar. All data in the graph have been provided by S&P Global.
More information about how the 2024 Performance Peers is used to pay performance share units will be disclosed in the definitive Proxy Statement for our 2025 Annual Meeting of Stockholders (the “Proxy Statement”). 25 Table of Contents ITEM 6. RESERVED
More information about how our 2025 Performance Peers are used to pay performance share units will be disclosed in the definitive Proxy Statement for our 2026 Annual Meeting of Stockholders (the “Proxy Statement”). 25 Table of Contents ITEM 6. RESERVED
MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES M arket I nformation And H olders Our common stock is listed on the New York Stock Exchange under the symbol “HUN.” As of February 4, 2025, there were approximately 100 stockholders of record and the closing price of our common stock on the New York Stock Exchange was $16.51 per share.
MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES M arket I nformation And H olders Our common stock is listed on the New York Stock Exchange under the symbol “HUN.” As of February 4, 2026, there were approximately 106 stockholders of record and the closing price of our common stock on the New York Stock Exchange was $13.73 per share.
Total number of Approximate shares purchased dollar value of Total number Average as part of publicly shares that may yet of shares price paid announced plans be purchased under purchased per share (1) or programs (2) the plans or programs (2) October 1 - October 31 74 $ 22.45 — $ 547,000,000 November 1 - November 30 — — — 547,000,000 December 1 - December 31 73 19.88 — 547,000,000 Total 147 21.17 — (1) Represents net purchase price per share, exclusive of any fees or commissions.
Total number of Approximate shares purchased dollar value of Total number Average as part of publicly shares that may yet of shares price paid announced plans be purchased under purchased per share (1) or programs (2) the plans or programs (2) October 1 - October 31 74 $ 9.05 — $ 547,000,000 November 1 - November 30 — — — 547,000,000 December 1 - December 31 73 10.04 — 547,000,000 Total 147 9.54 — (1) Represents net purchase price per share, exclusive of any fees or commissions.
Repurchases may be made in the open market, including through accelerated share repurchase programs, or in privately negotiated transactions, and repurchases may be commenced or suspended from time to time without prior notice. Shares of common stock acquired through the repurchase program are held in treasury at cost.
Repurchases may be made in the open market, including through accelerated share repurchase programs, or in privately negotiated transactions. Shares of common stock acquired through the repurchase program are held in treasury at cost.
The 2024 Performance Peers are used to evaluate our total stockholder return relative to them and pay performance share units based on our performance.
Fuller Company, Lanxess AG, Olin Corporation, The Chemours Company and Westlake Chemical Corp. Our 2025 Performance Peers are used to evaluate our total stockholder return relative to them and pay performance share units based on our performance.
Accordingly, while management currently expects that we will continue to pay the quarterly cash dividend, our dividend practice may change at any time. S ecurities A uthorized For I ssuance U nder E quity C ompensation P lans See “Part III. Item 11. Executive Compensation” for information relating to our equity compensation plans.
S ecurities A uthorized For I ssuance U nder E quity C ompensation P lans See “Part III. Item 11. Executive Compensation” for information relating to our equity compensation plans.
Removed
The 2024 Performance Peers consist of the following companies: Ashland Global Holdings Inc., BASF Corp, Celanese Corporation, Clariant AG, Covestro AG, Dow Inc., Eastman Chemical Company, Evonik, H.B. Fuller Company, Lanxess AG, Trinseo S.A. and Westlake Chemical Corp.
Added
Accordingly, while management currently expects that we will continue to pay the quarterly cash dividend, our dividend practice may change at any time. On November 3, 2025, our Board of Directors declared a $0.0875 per share cash dividend on our common stock. This represents a 65% decrease from the then previous dividend.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

51 edited+13 added−26 removed33 unchanged
Biggest changeHuntsman Corporation December 31, Percent change 2024 2023 2022 2024 vs 2023 2023 vs 2022 Revenues $ 6,036 $ 6,111 $ 8,023 (1 )% (24 )% Cost of goods sold 5,170 5,205 6,477 (1 )% (20 )% Gross profit 866 906 1,546 (4 )% (41 )% Operating expenses 793 804 788 (1 )% 2 % Restructuring, impairment and plant closing costs 39 18 86 117 % (79 )% Gain on acquisition of assets, net (51 ) — — NM — Prepaid asset write-off 71 — — NM — Loss on dissolution of subsidiaries (4) 39 — — NM — Operating (loss) income (25 ) 84 672 NM (88 )% Interest expense, net (79 ) (65 ) (62 ) 22 % 5 % Equity in income of investment in unconsolidated affiliates 44 83 67 (47 )% 24 % Other income (expense), net 21 (3 ) 20 NM NM (Loss) income from continuing operations before income taxes (39 ) 99 697 NM (86 )% Income tax expense (61 ) (64 ) (186 ) (5 )% (66 )% (Loss) income from continuing operations (100 ) 35 511 NM (93 )% (Loss) income from discontinued operations, net of tax (27 ) 118 12 NM 883 % Net (loss) income (127 ) 153 523 NM (71 )% Reconciliation of net (loss) income to adjusted EBITDA (1) : Net income attributable to noncontrolling interests (62 ) (52 ) (63 ) 19 % (17 )% Interest expense, net from continuing operations 79 65 62 22 % 5 % Income tax expense from continuing operations 61 64 186 (5 )% (66 )% Income tax (benefit) expense from discontinued operations (11 ) 17 19 NM (11 )% Depreciation and amortization of continuing operations 289 278 281 4 % (1 )% Depreciation and amortization of discontinued operations — — 12 — (100 )% Other adjustments: Business acquisition and integration expenses and purchase accounting inventory adjustments, net 21 4 12 EBITDA from discontinued operations (2) 38 (135 ) (43 ) Fair value adjustments to Venator investment, net and other tax matter adjustments (12 ) 5 12 Certain legal and other settlements and related expenses (3) 13 6 7 Costs associated with the Albemarle Settlement, net — — 3 Loss on sale of business/assets 1 — — Loss on dissolution of subsidiaries (4) 39 — — Income from transition services arrangements — — (2 ) Certain nonrecurring information technology project implementation costs — 5 5 Amortization of pension and postretirement actuarial losses 39 37 49 Plant incident remediation credits — — (4 ) Restructuring, impairment and plant closing and transition costs (5) 46 25 96 Adjusted EBITDA (1) $ 414 $ 472 $ 1,155 (12 )% (59 )% Net cash provided by operating activities from continuing operations $ 285 $ 251 $ 892 14 % (72 )% Net cash (used in) provided by investing activities from continuing operations (126 ) 309 (260 ) NM NM Net cash used in financing activities (326 ) (620 ) (994 ) (47 )% (38 )% Capital expenditures from continuing operations (184 ) (230 ) (272 ) (20 )% (15 )% Amounts attributable to Huntsman Corporation: (Loss) income from continuing operations $ (162 ) $ (17 ) $ 448 (Loss) income from discontinued operations, net of tax (27 ) 118 12 Net (loss) income $ (189 ) $ 101 $ 460 26 Table of Contents Huntsman International December 31, Percent change 2024 2023 2022 2024 vs 2023 2023 vs 2022 Revenues $ 6,036 $ 6,111 $ 8,023 (1 )% (24 )% Cost of goods sold 5,170 5,205 6,477 (1 )% (20 )% Gross profit 866 906 1,546 (4 )% (41 )% Operating expenses 790 801 784 (1 )% 2 % Restructuring, impairment and plant closing costs 39 18 86 117 % (79 )% Gain on acquisition of assets, net (51 ) — — NM — Prepaid asset write-off 71 — — NM — Loss on dissolution of subsidiaries (4) 39 — — NM — Operating (loss) income (22 ) 87 676 NM (87 )% Interest expense, net (79 ) (65 ) (62 ) 22 % 5 % Equity in income of investment in unconsolidated affiliates 44 83 67 (47 )% 24 % Other income (expense), net 21 (3 ) 19 NM NM (Loss) income from continuing operations before income taxes (36 ) 102 700 NM (85 )% Income tax expense (62 ) (65 ) (188 ) (5 )% (65 )% (Loss) income from continuing operations (98 ) 37 512 NM (93 )% (Loss) income from discontinued operations, net of tax (27 ) 118 12 NM 883 % Net (loss) income (125 ) 155 524 NM (70 )% Reconciliation of net (loss) income to adjusted EBITDA (1) : Net income attributable to noncontrolling interests (62 ) (52 ) (63 ) 19 % (17 )% Interest expense, net from continuing operations 79 65 62 22 % 5 % Income tax expense from continuing operations 62 65 188 (5 )% (65 )% Income tax (benefit) expense from discontinued operations (11 ) 17 19 NM (11 )% Depreciation and amortization of continuing operations 289 278 281 4 % (1 )% Depreciation and amortization of discontinued operations — — 12 — (100 )% Other adjustments: Business acquisition and integration expenses and purchase accounting inventory adjustments, net 21 4 12 EBITDA from discontinued operations (2) 38 (135 ) (43 ) Fair value adjustments to Venator investment, net and other tax matter adjustments (12 ) 5 12 Certain legal and other settlements and related expenses (3) 13 6 7 Costs associated with the Albemarle Settlement, net — — 3 Loss on sale of business/assets 1 — — Loss on dissolution of subsidiaries (4) 39 — — Income from transition services arrangements — — (2 ) Certain nonrecurring information technology project implementation costs — 5 5 Amortization of pension and postretirement actuarial losses 39 37 49 Plant incident remediation credits — — (4 ) Restructuring, impairment and plant closing and transition costs (5) 46 25 96 Adjusted EBITDA (1) $ 417 $ 475 $ 1,158 (12 )% (59 )% Net cash provided by operating activities from continuing operations $ 285 $ 253 $ 895 13 % (72 )% Net cash used in investing activities from continuing operations (138 ) (42 ) (1,277 ) 229 % (97 )% Net cash (used in) provided by financing activities (314 ) (271 ) 22 16 % NM Capital expenditures from continuing operations (184 ) (230 ) (272 ) (20 )% (15 )% Amounts attributable to Huntsman International: (Loss) income from continuing operations $ (160 ) $ (15 ) $ 449 (Loss) income from discontinued operations, net of tax (27 ) 118 12 Net (loss) income $ (187 ) $ 103 $ 461 27 Table of Contents Huntsman Corporation Year ended Year ended Year ended December 31, 2024 December 31, 2023 December 31, 2022 Tax Tax Tax Gross and other (6) Net Gross and other (6) Net Gross and other (6) Net Reconciliation of net (loss) income to adjusted net (loss) income (1) : Net (loss) income $ (127 ) $ 153 $ 523 Net income attributable to noncontrolling interests (62 ) (52 ) (63 ) Business acquisition and integration expenses and purchase accounting inventory adjustments, net $ 21 $ (17 ) 4 $ 4 $ (1 ) 3 $ 12 $ (2 ) 10 Loss (income) from discontinued operations (2) 38 (11 ) 27 (135 ) 17 (118 ) (43 ) 31 (12 ) Fair value adjustments to Venator investment, net and other tax matter adjustments (12 ) 3 (9 ) 5 — 5 12 — 12 Certain legal and other settlements and related expenses (3) 13 (3 ) 10 6 (1 ) 5 7 (2 ) 5 Costs associated with the Albemarle Settlement, net — — — — — — 3 (1 ) 2 Loss on sale of business/assets 1 — 1 — — — — — — Loss on dissolution of subsidiaries (4) 39 — 39 — — — — — — Income from transition services arrangements — — — — — — (2 ) — (2 ) Certain nonrecurring information technology project implementation costs — — — 5 (1 ) 4 5 (1 ) 4 Amortization of pension and postretirement actuarial losses 39 (3 ) 36 37 (6 ) 31 49 (11 ) 38 Plant incident remediation credits — — — — — — (4 ) 1 (3 ) Establishment of significant deferred tax asset valuation allowances (7) — 23 23 — 14 14 — 49 49 Income tax settlement related to U.S.
Biggest changeHuntsman Corporation December 31, Percent change 2025 2024 2023 2025 vs 2024 2024 vs 2023 Revenues $ 5,683 $ 6,036 $ 6,111 (6 )% (1 )% Cost of goods sold 4,932 5,170 5,205 (5 )% (1 )% Gross profit 751 866 906 (13 )% (4 )% Operating expenses: Selling, general and administrative 670 671 689 — (3 )% Research and development 120 121 115 (1 )% 5 % Restructuring, impairment and plant closing costs 148 39 18 279 % 117 % Income associated with litigation matter, net (33 ) — — NM NM Gain on acquisition of assets, net (5 ) (51 ) — (90 )% NM Prepaid asset write-off — 71 — (100 )% NM Loss on dissolution of subsidiaries — 39 — (100 )% NM Other operating (income) expense, net (18 ) 1 — NM NM Total operating expenses 882 891 822 (1 )% 8 % Operating (loss) income (131 ) (25 ) 84 424 % NM Interest expense, net (79 ) (79 ) (65 ) — 22 % Equity in income of investment in unconsolidated affiliates 4 44 83 (91 )% (47 )% Other income (expense), net 14 21 (3 ) (33 )% NM (Loss) income from continuing operations before income taxes (192 ) (39 ) 99 392 % NM Income tax expense (26 ) (61 ) (64 ) (57 )% (5 )% (Loss) income from continuing operations (218 ) (100 ) 35 118 % NM (Loss) income from discontinued operations, net of tax (9 ) (27 ) 118 (67 )% NM Net (loss) income (227 ) (127 ) 153 79 % NM Reconciliation of net (loss) income to adjusted EBITDA (1) : Net income attributable to noncontrolling interests (57 ) (62 ) (52 ) (8 )% 19 % Interest expense, net from continuing operations 79 79 65 — 22 % Income tax expense from continuing operations 26 61 64 (57 )% (5 )% Income tax (benefit) expense from discontinued operations — (11 ) 17 (100 )% NM Depreciation and amortization of continuing operations 287 289 278 (1 )% 4 % Other adjustments: Business acquisition and integration (gain) expenses and purchase accounting inventory adjustments, net (4 ) 21 4 EBITDA from discontinued operations (2) 9 38 (135 ) Fair value adjustments to Venator investment, net and other tax matter adjustments — (12 ) 5 Certain legal and other settlements and related (income) expenses, net (3) (30 ) 13 6 Loss on sale of business/assets 5 1 — Loss on dissolution of subsidiaries (4) — 39 — Certain nonrecurring information technology project implementation costs — — 5 Amortization of pension and postretirement actuarial losses 34 39 37 Restructuring, impairment and plant closing and transition costs (5) 153 46 25 Adjusted EBITDA (1) $ 275 $ 414 $ 472 (34 )% (12 )% Net cash provided by operating activities from continuing operations $ 298 $ 285 $ 251 5 % 14 % Net cash (used in) provided by investing activities from continuing operations (132 ) (126 ) 309 5 % NM Net cash used in financing activities (76 ) (326 ) (620 ) (77 )% (47 )% Capital expenditures from continuing operations (173 ) (184 ) (230 ) (6 )% (20 )% Amounts attributable to Huntsman Corporation: Loss from continuing operations $ (275 ) $ (162 ) $ (17 ) (Loss) income from discontinued operations, net of tax (9 ) (27 ) 118 Net (loss) income $ (284 ) $ (189 ) $ 101 26 Table of Contents Huntsman International December 31, Percent change 2025 2024 2023 2025 vs 2024 2024 vs 2023 Revenues $ 5,683 $ 6,036 $ 6,111 (6 )% (1 )% Cost of goods sold 4,932 5,170 5,205 (5 )% (1 )% Gross profit 751 866 906 (13 )% (4 )% Operating expenses: Selling, general and administrative 667 668 686 — (3 )% Research and development 120 121 115 (1 )% 5 % Restructuring, impairment and plant closing costs 148 39 18 279 % 117 % Income associated with litigation matter, net (33 ) — — NM NM Gain on acquisition of assets, net (5 ) (51 ) — (90 )% NM Prepaid asset write-off — 71 — (100 )% NM Loss on dissolution of subsidiaries — 39 — (100 )% NM Other operating (income) expense, net (18 ) 1 — NM NM Total operating expenses 879 888 819 (1 )% 8 % Operating (loss) income (128 ) (22 ) 87 482 % NM Interest expense, net (79 ) (79 ) (65 ) — 22 % Equity in income of investment in unconsolidated affiliates 4 44 83 (91 )% (47 )% Other income (expense), net 14 21 (3 ) (33 )% NM (Loss) income from continuing operations before income taxes (189 ) (36 ) 102 425 % NM Income tax expense (27 ) (62 ) (65 ) (56 )% (5 )% (Loss) income from continuing operations (216 ) (98 ) 37 120 % NM (Loss) income from discontinued operations, net of tax (9 ) (27 ) 118 (67 )% NM Net (loss) income (225 ) (125 ) 155 80 % NM Reconciliation of net (loss) income to adjusted EBITDA (1) : Net income attributable to noncontrolling interests (57 ) (62 ) (52 ) (8 )% 19 % Interest expense, net from continuing operations 79 79 65 — 22 % Income tax expense from continuing operations 27 62 65 (56 )% (5 )% Income tax (benefit) expense from discontinued operations — (11 ) 17 (100 )% NM Depreciation and amortization of continuing operations 287 289 278 (1 )% 4 % Other adjustments: Business acquisition and integration (gain) expenses and purchase accounting inventory adjustments, net (4 ) 21 4 EBITDA from discontinued operations (2) 9 38 (135 ) Fair value adjustments to Venator investment, net and other tax matter adjustments — (12 ) 5 Certain legal and other settlements and related (income) expenses, net (3) (30 ) 13 6 Loss on sale of business/assets 5 1 — Loss on dissolution of subsidiaries (4) — 39 — Certain nonrecurring information technology project implementation costs — — 5 Amortization of pension and postretirement actuarial losses 34 39 37 Restructuring, impairment and plant closing and transition costs (5) 153 46 25 Adjusted EBITDA (1) $ 278 $ 417 $ 475 (33 )% (12 )% Net cash provided by operating activities from continuing operations $ 299 $ 285 $ 253 5 % 13 % Net cash used in investing activities from continuing operations (137 ) (138 ) (42 ) — 229 % Net cash used in financing activities (72 ) (314 ) (271 ) (77 )% 16 % Capital expenditures from continuing operations (173 ) (184 ) (230 ) (6 )% (20 )% Amounts attributable to Huntsman International: Loss from continuing operations $ (273 ) $ (160 ) $ (15 ) (Loss) income from discontinued operations, net of tax (9 ) (27 ) 118 Net (loss) income $ (282 ) $ (187 ) $ 103 27 Table of Contents Huntsman Corporation Year ended Year ended Year ended December 31, 2025 December 31, 2024 December 31, 2023 Tax Tax Tax Gross and other (6) Net Gross and other (6) Net Gross and other (6) Net Reconciliation of net (loss) income to adjusted net (loss) income (1) : Net (loss) income $ (227 ) $ (127 ) $ 153 Net income attributable to noncontrolling interests (57 ) (62 ) (52 ) Business acquisition and integration (gain) expenses and purchase accounting inventory adjustments, net $ (4 ) $ — (4 ) $ 21 $ (17 ) 4 $ 4 $ (1 ) 3 Loss (income) from discontinued operations (2) 9 — 9 38 (11 ) 27 (135 ) 17 (118 ) Fair value adjustments to Venator investment, net and other tax matter adjustments — — — (12 ) 3 (9 ) 5 — 5 Certain legal and other settlements and related (income) expenses, net (3) (30 ) 7 (23 ) 13 (3 ) 10 6 (1 ) 5 Loss on sale of business/assets 5 (1 ) 4 1 — 1 — — — Loss on dissolution of subsidiaries (4) — — — 39 — 39 — — — Certain nonrecurring information technology project implementation costs — — — — — — 5 (1 ) 4 Amortization of pension and postretirement actuarial losses 34 (4 ) 30 39 (3 ) 36 37 (6 ) 31 Establishment of significant deferred tax asset valuation allowances, net (7) — 1 1 — 23 23 — 14 14 Income tax settlement related to U.S.
(5) Includes costs associated with transition activities relating primarily to our Corporate program to optimize our global approach to managed services in various information technology functions and our program to realign our cost structure in Europe. (6) The income tax impacts, if any, are computed on the pre-tax adjustments using a with and without approach.
(5) Includes costs associated with transition activities relating primarily to our program to realign our cost structure in Europe and our Corporate program to optimize our global approach to managed services in various information technology functions. (6) The income tax impacts, if any, are computed on the pre-tax adjustments using a with and without approach.
We eliminated the effect of these significant deferred tax asset valuation allowances from our presentation of adjusted net income to allow investors to better compare our ongoing financial performance from period to period.
We eliminated the effect of these significant deferred tax asset valuation allowances from our presentation of adjusted net (loss) income to allow investors to better compare our ongoing financial performance from period to period.
In particular, we recognize tax expense in jurisdictions with pre-tax income, but do not recognize a tax benefit of pre-tax losses in jurisdictions with valuation allowances.
In particular, we recognize tax expense in specific jurisdictions with pre-tax income, but do not recognize a tax benefit of pre-tax losses in jurisdictions with valuation allowances.
These assumptions and changes during the period are described in “Note 18. Employee Benefit Plans” to our consolidated financial statements. We retain third party actuaries to assist us with judgments necessary to make assumptions on which our employee pension and postretirement benefit plan obligations and expenses are based.
These assumptions and changes during the period are described in “Note 19. Employee Benefit Plans” to our consolidated financial statements. We retain third party actuaries to assist us with judgments necessary to make assumptions on which our employee pension and postretirement benefit plan obligations and expenses are based.
Tax Reform Act; and (n) restructuring, impairment and plant closing and transition costs. Basic adjusted net income per share excludes dilution and is computed by dividing adjusted net income by the weighted average number of shares outstanding during the period.
Tax Reform Act; and (k) restructuring, impairment and plant closing and transition costs. Basic adjusted net income per share excludes dilution and is computed by dividing adjusted net income by the weighted average number of shares outstanding during the period.
For each of our Company and Huntsman International, the following tables set forth our consolidated results of operations for the years ended December 31, 2024, 2023 and 2022 (in millions, except per share amounts).
For each of our Company and Huntsman International, the following tables set forth our consolidated results of operations for the years ended December 31, 2025, 2024 and 2023 (in millions, except per share amounts).
Cash Flows For Year Ended December 31, 2023 Compared with Year Ended December 31, 2022 For a comparison of our cash flows for the fiscal years ended December 31, 2023 and 2022, see “Part II. Item 7.
Cash Flows For Year Ended December 31, 2024 Compared with Year Ended December 31, 2023 For a comparison of our cash flows for the fiscal years ended December 31, 2024 and 2023, see “Part II. Item 7.
The increase in free cash flow from continuing operations was attributable to an increase in cash provided by operating activities from continuing operations and a decrease in cash used for capital expenditures during 2024 as compared with 2023.
The improvement in free cash flow from continuing operations during 2025 as compared with 2024 was attributable to an increase in cash provided by operating activities from continuing operations and a decrease in cash used for capital expenditures.
Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our Annual Report on Form 10-K for the fiscal year ended December 31, 2023 filed with the SEC on February 22, 2024.
Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our Annual Report on Form 10-K for the fiscal year ended December 31, 2024 filed with the SEC on February 18, 2025.
Year ended December 31, 2024 vs 2023 Average selling prices (1) Local Foreign currency Sales currency and mix translation impact volumes (2) Period-over-period (decrease) increase Polyurethanes (7 )% — 8 % Performance Products (7 )% — 1 % Advanced Materials (8 )% — 5 % (1) Excludes revenues from tolling arrangements, byproducts and raw materials.
Year ended December 31, 2025 vs 2024 Average selling prices (1) Local Foreign currency Sales currency and mix translation impact volumes (2) Period-over-period (decrease) increase Polyurethanes (7 )% — 2 % Performance Products (1 )% — (9 )% Advanced Materials (2 )% 1 % (2 )% Combined segments (5 )% — (1 )% (1) Excludes revenues from tolling arrangements, byproducts and raw materials.
Adjusted EBITDA is defined as net income of Huntsman Corporation or Huntsman International, as appropriate, before interest, income tax, depreciation and amortization, net income attributable to noncontrolling interests and certain Corporate and other items, as well as eliminating the following adjustments: (a) business acquisition and integration expenses and purchase accounting inventory adjustments, net; (b) EBITDA from discontinued operations; (c) fair value adjustments to Venator investment, net and other tax matter adjustments; (d) certain legal and other settlements and related expenses; (e) costs associated with the Albemarle settlement, net; (f) loss on sale of business/assets; (g) loss on dissolution of subsidiaries; (h) income from transition services arrangements; (i) certain nonrecurring information technology project implementation costs; (j) amortization of pension and postretirement actuarial losses; (k) plant incident remediation credits; and (l) restructuring, impairment and plant closing and transition costs.
Adjusted EBITDA is defined as net income of Huntsman Corporation or Huntsman International, as appropriate, before interest, income tax, depreciation and amortization, net income attributable to noncontrolling interests and certain Corporate and other items, as well as eliminating the following adjustments: (a) business acquisition and integration (gain) expenses and purchase accounting inventory adjustments, net; (b) EBITDA from discontinued operations; (c) fair value adjustments to Venator investment, net and other tax matter adjustments; (d) certain legal and other settlements and related (income) expenses, net; (e) loss on sale of business/assets; (f) loss on dissolution of subsidiaries; (g) certain nonrecurring information technology project implementation costs; (h) amortization of pension and postretirement actuarial losses; and (i) restructuring, impairment and plant closing and transition costs.
Year Ended December 31, 2024 Compared with Year Ended December 31, 2023 For the year ended December 31, 2024, loss from continuing operations attributable to Huntsman Corporation was $162 million as compared with $17 million in the 2023 period.
Year Ended December 31, 2025 Compared with Year Ended December 31, 2024 For the year ended December 31, 2025, loss from continuing operations attributable to Huntsman Corporation was $275 million as compared with $162 million in the 2024 period.
Adjusted Net Income Adjusted net income is computed by eliminating the after tax amounts related to the following from net income attributable to Huntsman Corporation: (a) business acquisition and integration expenses and purchase accounting inventory adjustments, net; (b) (loss) income from discontinued operations; (c) fair value adjustments to Venator investment, net and other tax matter adjustments; (d) certain legal and other settlements and related expenses; (e) costs associated with the Albemarle settlement, net; (f) loss on sale of business/assets; (g) loss on dissolution of subsidiaries; (h) income from transition services arrangements; (i) certain nonrecurring information technology project implementation costs; (j) amortization of pension and postretirement actuarial losses; (k) plant incident remediation credits; (l) establishment of significant deferred tax asset valuation allowances; (m) income tax settlement related to U.S.
Adjusted Net Income Adjusted net income is computed by eliminating the after tax amounts related to the following from net income attributable to Huntsman Corporation: (a) business acquisition and integration (gain) expenses and purchase accounting inventory adjustments, net; (b) (loss) income from discontinued operations; (c) fair value adjustments to Venator investment, net and other tax matter adjustments; (d) certain legal and other settlements and related (income) expenses, net; (e) loss on sale of business/assets; (f) loss on dissolution of subsidiaries; (g) certain nonrecurring information technology project implementation costs; (h) amortization of pension and postretirement actuarial losses; (i) establishment of significant deferred tax asset valuation allowances, net; (j) income tax settlement related to U.S.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our Annual Report on Form 10-K for the fiscal year ended December 31, 2023 filed with the SEC on February 22, 2024.
Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our Annual Report on Form 10-K for the fiscal year ended December 31, 2024 filed with the SEC on February 18, 2025.
As of December 31, 2024, we had total valuation allowances of $255 million, which represents an increase of $34 million from the prior year, and we have recognized a net deferred tax liability of $135 million. See “Note 19. Income Taxes” to our consolidated financial statements for more information regarding our deferred tax assets and valuation allowances.
As of December 31, 2025, we had total valuation allowances of $340 million, which represents an increase of $85 million from the prior year, and we have recognized a net deferred tax liability of $107 million. See “Note 20. Income Taxes” to our consolidated financial statements for more information regarding our deferred tax assets and valuation allowances.
Tax Reform Act — 5 5 — — — — — — Restructuring, impairment and plant closing and transition costs (5) 46 (6 ) 40 25 (3 ) 22 96 (23 ) 73 Adjusted net (loss) income (1) $ (13 ) $ 67 $ 636 Weighted average shares-basic 172.1 177.4 201.0 Weighted average shares-diluted 172.1 177.4 203.0 Basic net (loss) income attributable to Huntsman Corporation per share: (Loss) income from continuing operations $ (0.94 ) $ (0.10 ) $ 2.23 (Loss) income from discontinued operations (0.16 ) 0.67 0.06 Net (loss) income $ (1.10 ) $ 0.57 $ 2.29 Diluted net (loss) income attributable to Huntsman Corporation per share: (Loss) income from continuing operations $ (0.94 ) $ (0.10 ) $ 2.21 (Loss) income from discontinued operations (0.16 ) 0.67 0.06 Net (loss) income $ (1.10 ) $ 0.57 $ 2.27 Other non-GAAP measures: Diluted adjusted net (loss) income per share (1) $ (0.08 ) $ 0.37 $ 3.13 Net cash provided by operating activities from continuing operations $ 285 $ 251 $ 892 Capital expenditures from continuing operations (184 ) (230 ) (272 ) Free cash flow from continuing operations (1) $ 101 $ 21 $ 620 Effective tax rate (156 )% 65 % 27 % Impact of non-GAAP adjustments (8) 211 % (31 )% (7 )% Adjusted effective tax rate (1) 55 % 34 % 20 % NM—Not meaningful (1) See “—Non-GAAP Financial Measures.” (2) Includes the net (loss) gain on the sale of our Textile Effects Business.
Tax Reform Act — — — — 5 5 — — — Restructuring, impairment and plant closing and transition costs (5) 153 (7 ) 146 46 (6 ) 40 25 (3 ) 22 Adjusted net (loss) income (1) $ (121 ) $ (13 ) $ 67 Weighted average shares-basic 172.6 172.1 177.4 Weighted average shares-diluted 172.6 172.1 177.4 Basic net (loss) income attributable to Huntsman Corporation per share: Loss from continuing operations $ (1.60 ) $ (0.94 ) $ (0.10 ) (Loss) income from discontinued operations (0.05 ) (0.16 ) 0.67 Net (loss) income $ (1.65 ) $ (1.10 ) $ 0.57 Diluted net (loss) income attributable to Huntsman Corporation per share: Loss from continuing operations $ (1.60 ) $ (0.94 ) $ (0.10 ) (Loss) income from discontinued operations (0.05 ) (0.16 ) 0.67 Net (loss) income $ (1.65 ) $ (1.10 ) $ 0.57 Other non-GAAP measures: Diluted adjusted net (loss) income per share (1) $ (0.70 ) $ (0.08 ) $ 0.37 Net cash provided by operating activities from continuing operations $ 298 $ 285 $ 251 Capital expenditures from continuing operations (173 ) (184 ) (230 ) Free cash flow from continuing operations (1) $ 125 $ 101 $ 21 Effective tax rate (14 )% (156 )% 65 % Impact of non-GAAP adjustments (8) (74 )% 211 % (31 )% Adjusted effective tax rate (1) (88 )% 55 % 34 % NM—Not meaningful (1) See “—Non-GAAP Financial Measures.” (2) Includes the net loss (gain) on the sale of our Textile Effects Business.
The increase in net cash provided by operating activities from continuing operations during 2024 compared with 2023 was primarily attributable to an increase of $42 million in dividends received from unconsolidated subsidiaries and a net cash inflow of $29 million related to changes in operating assets and liabilities for 2024 as compared with 2023, partially offset by a decrease of $37 million in operating (loss) income from continuing operations adjusted for noncash activities as noted in our consolidated statements of cash flows.
The increase in net cash provided by operating activities from continuing operations during 2025 compared with 2024 was primarily attributable to a net cash inflow of $168 million related to changes in operating assets and liabilities for 2025 as compared with 2024, mostly offset by a decrease of $84 million in dividends received from unconsolidated subsidiaries and a decrease of $71 million in operating loss from continuing operations adjusted for noncash activities as noted in our consolidated statements of cash flows.
For the year ended December 31, 2024, loss from continuing operations attributable to Huntsman International was $160 million as compared with $15 million in the 2023 period. The decreases noted above were the result of the following items: ● Revenues for the year ended December 31, 2024 decreased by $75 million, or 1%, as compared with the 2023 period.
For the year ended December 31, 2025, loss from continuing operations attributable to Huntsman International was $273 million as compared with $160 million in the 2024 period. The increases noted above were the result of the following items: ● Revenues for the year ended December 31, 2025 decreased by $353 million, or 6%, as compared with the 2024 period.
As of December 31, 2024, we had $1,719 million of combined cash and unused borrowing capacity, consisting of $340 million in cash, $1,197 million in availability under our 2022 Revolving Credit Facility and $182 million in availability under our A/R Programs. Our liquidity can be significantly impacted by various factors.
As of December 31, 2025, we had $1,323 million of combined cash and unused borrowing capacity, consisting of $429 million in cash, $854 million in availability under our 2022 Revolving Credit Facility and $40 million in availability under our A/R Programs. Our liquidity can be significantly impacted by various factors.
The effects of a 1% change in three key assumptions are summarized as follows (dollars in millions): Statement of Balance sheet Assumptions operations (1) impact (2) Discount rate —1% increase $ (13 ) $ (226 ) —1% decrease 18 263 Expected long-term rates of return on plan assets —1% increase (23 ) — —1% decrease 23 — Rate of compensation increase —1% increase 3 28 —1% decrease (3 ) (17 ) (1) Estimated (decrease) increase on 2024 net periodic benefit cost (2) Estimated (decrease) increase on December 31, 2024 pension and postretirement liabilities and accumulated other comprehensive loss 34 Table of Contents
The effects of a 1% change in three key assumptions are summarized as follows (dollars in millions): Statement of Balance sheet Assumptions operations (1) impact (2) Discount rate —1% increase $ (15 ) $ (223 ) —1% decrease 16 251 Expected long-term rates of return on plan assets —1% increase (22 ) — —1% decrease 22 — Rate of compensation increase —1% increase 3 26 —1% decrease (3 ) (12 ) (1) Estimated (decrease) increase on 2025 net periodic benefit cost (2) Estimated (decrease) increase on December 31, 2025 pension and postretirement liabilities and accumulated other comprehensive loss 34 Table of Contents
(7) During the years ended December 31, 2024, 2023 and 2022, we established significant deferred tax asset valuation allowances of $23 million, $14 million and $49 million, respectively, in Germany, Luxembourg, the U.K. and the Netherlands.
(7) During the years ended December 31, 2025, 2024 and 2023, we established significant deferred tax asset valuation allowances of a net of $1 million ($9 million in Luxembourg, net of a release of $8 million in Germany), $23 million in Luxembourg and Germany and $14 million in the U.K., respectively.
Net cash (used in) provided by investing activities from continuing operations for 2024 and 2023 was $(126) million and $309 million, respectively. During 2024 and 2023, we paid $184 million and $230 million, respectively, for capital expenditures.
Net cash used in investing activities from continuing operations for 2025 and 2024 was $132 million and $126 million, respectively. During 2025 and 2024, we paid $173 million and $184 million, respectively, for capital expenditures.
The decrease was primarily due to lower average selling prices in all our segments, partially offset by higher sales volumes in all our segments. See “—Segment Analysis” below. ● Gross profit for the year ended December 31, 2024 decreased by $40 million, or 4%, as compared with the 2023 period.
The decrease was primarily due to lower average selling prices in all our segments and lower sales volumes in our Performance Products and Advanced Materials segments. See “—Segment Analysis” below. ● Gross profit for the year ended December 31, 2025 decreased by $115 million, or 13%, as compared with the 2024 period.
The following matters are expected to have a significant impact on our liquidity: ● During 2025, we expect to spend between approximately $180 million to $190 million on capital expenditures.
The following matters are expected to have a significant impact on our liquidity: Short-Term Liquidity ● During 2026, we expect our spend on capital expenditures to approximate our 2025 spend on capital expenditures.
In addition to income tax impacts, this adjusting item is also impacted by depreciation and amortization expense and interest expense. (3) Certain legal and other settlements and related expenses for the year ended December 31, 2024 includes approximately $10 million related to the settlement of a claim in connection with a commercial dispute.
In addition to income tax impacts, this adjusting item is also impacted by depreciation and amortization expense and interest expense. (3) Certain legal and other settlements and related (income) expenses, net includes approximately $(33) million for income associated with a litigation matter during the year ended December 31, 2025 (see “Note 21.
Restructuring, Impairment and Plant Closing Costs” to our consolidated financial statements. ● Gain on acquisition of assets, net was approximately $51 million for the year ended December 31, 2024 representing a net bargain purchase gain related to the separation and acquisition of assets of SLIC. For further information, see “Note 3.
Commitments and Contingencies—Legal Matters” to our consolidated financial statements. ● Gain on acquisition of assets, net was approximately $5 million and $51 million for the years ended December 31, 2025 and 2024, respectively, representing net gains related to the separation and acquisition of assets of SLIC. For further information, see “Note 3.
In addition, in 2024 we recognized discrete tax expenses for settlement of U.S. tax reform items of approximately $5 million and discrete establishments of valuation allowances of approximately $29 million, which were greater than the valuation allowance net establishments of approximately $16 million in 2023. For more information concerning income taxes, see “Note 19.
In addition, in 2025 we recognized discrete tax expense for valuation allowance establishments of approximately $5 million, which is lower than the tax expense recognized in 2024 for settlement of U.S. tax reform items of approximately $5 million and discrete establishments of valuation allowances of approximately $29 million. For further information, see “Note 20.
Advanced Materials The decrease in revenues in our Advanced Materials segment for 2024 compared to 2023 was primarily due to lower average selling prices, partially offset by higher sales volumes. Average selling prices decreased primarily due to unfavorable sales mix. Sales volumes increased in our infrastructure, general industry and aerospace markets driven by market recovery.
Advanced Materials The decrease in revenues in our Advanced Materials segment for 2025 compared to 2024 was primarily due to lower sales volumes and a slight decrease in average selling prices. Sales volumes decreased primarily in our infrastructure coatings market. The slight decrease in average selling prices was primarily due to unfavorable sales mix.
Business Combinations and Acquisitions—Separation and Acquisition of Assets of SLIC Joint Venture” to our consolidated financial statements. ● Loss on dissolution of subsidiaries was approximately $39 million for the year ended December 31, 2024 related to the elimination and non-cash recognition of cumulative translation adjustments from accumulated other comprehensive loss due to the liquidation of certain subsidiaries in the fourth quarter of 2024. ● Interest expense, net for the year ended December 31, 2024 increased by $14 million, or 22%, as compared with the 2023 period.
Business Combinations and Acquisitions—Separation and Acquisition of Assets of SLIC Joint Venture” to our consolidated financial statements. ● Loss on dissolution of subsidiaries was approximately $39 million for the year ended December 31, 2024 related to the elimination and non-cash recognition of cumulative translation adjustments from accumulated other comprehensive loss due to the liquidation of certain subsidiaries in the fourth quarter of 2024. ● Other operating (income) expense, net for the year ended December 31, 2025 was income of $18 million as compared with expense of $1 million in the 2024 period primarily related to an adjustment to a loss contingency accrual. ● Equity in income of investment in unconsolidated affiliates for the year ended December 31, 2025 decreased to $4 million from $44 million in the 2024 period, primarily related to a decrease in income at our PO/MTBE joint venture with China, in which we hold a 49% interest. ● Other income (expense), net for the year ended December 31, 2025 was income of $14 million as compared with income of $21 million in the 2024 period.
MDI average selling prices decreased primarily due to competitive pressures. The minimal decrease in segment adjusted EBITDA was primarily due to lower MDI average selling prices and lower equity earnings from our minority-owned joint venture in China, partially offset by lower raw materials costs, lower fixed costs and higher sales volumes.
The decrease in segment adjusted EBITDA was primarily due to lower MDI margins and lower equity earnings from our minority-owned joint venture in China, partially offset by lower raw materials costs and cost savings achieved from our cost optimization program.
(2) Excludes sales volumes of byproducts and raw materials. Polyurethanes The increase in revenues in our Polyurethanes segment for 2024 compared to 2023 was primarily due to higher sales volumes, partially offset by lower MDI average selling prices. Sales volumes increased primarily due to improved demand and share gains in certain markets, including insulation and composite wood panels.
(2) Excludes sales volumes of byproducts and raw materials. Polyurethanes The decrease in revenues in our Polyurethanes segment for 2025 compared to 2024 was primarily due to lower average selling prices, partially offset by higher sales volumes. MDI average selling prices decreased primarily due to less favorable supply and demand dynamics.
During 2024, we received approximately $30 million as an interim liquidating distribution from SLIC, we received $16 million for the sale of businesses, net, primarily related to the resolution of net working capital of $12 million from the sale of our Textile Effects Business, and we received $11 million related to the sale of assets.
During 2024, we received $11 million related to the sale of assets, and we received $16 million for the sale of businesses, net, primarily related to the resolution of net working capital of $12 million from the sale of our Textile Effects Business. See “Note 4. Discontinued Operations—Sale of Textile Effects Business” to our consolidated financial statements.
L iquidity and C apital R esources The following is a discussion of our liquidity and capital resources and generally does not include separate information with respect to Huntsman International in accordance with General Instruction I of Form 10-K.
L iquidity and C apital R esources The following is a discussion of our liquidity and capital resources and generally does not include separate information with respect to Huntsman International in accordance with General Instruction I of Form 10-K. 31 Cash Flows For Year Ended December 31, 2025 Compared with Year Ended December 31, 2024 Net cash provided by operating activities from continuing operations for 2025 and 2024 was $298 million and $285 million, respectively.
Income Taxes” to our consolidated financial statements. 30 Table of Contents Segment Analysis Percent favorable Year ended December 31, (unfavorable) (Dollars in millions) 2024 2023 change Revenues Polyurethanes $ 3,900 $ 3,865 1 % Performance Products 1,109 1,178 (6 )% Advanced Materials 1,055 1,092 (3 )% Total reportable segments’ revenues 6,064 6,135 (1 )% Intersegment eliminations (28 ) (24 ) NM Total $ 6,036 $ 6,111 (1 )% Huntsman Corporation Adjusted EBITDA (1) Polyurethanes $ 245 $ 248 (1 )% Performance Products 153 201 (24 )% Advanced Materials 179 186 (4 )% Total reportable segments’ adjusted EBITDA 577 635 (9 )% Corporate and other (163 ) (163 ) — Total $ 414 $ 472 (12 )% Huntsman International Adjusted EBITDA (1) Polyurethanes $ 245 $ 248 (1 )% Performance Products 153 201 (24 )% Advanced Materials 179 186 (4 )% Total reportable segments’ adjusted EBITDA 577 635 (9 )% Corporate and other (160 ) (160 ) — Total $ 417 $ 475 (12 )% NM—Not meaningful (1) For more information, including reconciliation of total reportable segments’ adjusted EBITDA to (loss) income from continuing operations before income taxes of Huntsman Corporation or Huntsman International, as appropriate, see “Note 26.
Income Taxes” to our consolidated financial statements. 30 Table of Contents Segment Analysis Percent change Year ended December 31, (unfavorable) (Dollars in millions) 2025 2024 favorable Revenues Polyurethanes $ 3,697 $ 3,900 (5 )% Performance Products 997 1,109 (10 )% Advanced Materials 1,021 1,055 (3 )% Total reportable segments’ revenues 5,715 6,064 (6 )% Intersegment eliminations (32 ) (28 ) NM Total $ 5,683 $ 6,036 (6 )% Segment adjusted EBITDA (1) Polyurethanes $ 146 $ 245 (40 )% Performance Products 107 153 (30 )% Advanced Materials 161 179 (10 )% NM—Not meaningful (1) For more information regarding reconciliations of segment adjusted EBITDA of our reportable operating segments to (loss) income from continuing operations before income taxes of Huntsman Corporation or Huntsman International, as appropriate, see “Note 27.
Changes in Financial Condition The following information summarizes our working capital (dollars in millions): December 31, December 31, (Decrease) Percent 2024 2023 increase change Cash and cash equivalents $ 340 $ 540 $ (200 ) (37 )% Accounts and notes receivable, net 725 753 (28 ) (4 )% Inventories 917 867 50 6 % Prepaid expenses 114 92 22 24 % Other current assets 29 62 (33 ) (53 )% Total current assets 2,125 2,314 (189 ) (8 )% Accounts payable 770 719 51 7 % Accrued liabilities 416 395 21 5 % Current portion of debt 325 12 313 NM Current operating lease liabilities 54 46 8 17 % Total current liabilities 1,565 1,172 393 34 % Working capital $ 560 $ 1,142 $ (582 ) (51 )% Our working capital decreased by $582 million as a result of the net impact of the following significant changes: ● The decrease in cash and cash equivalents of $200 million resulted from the matters identified on our consolidated statements of cash flows.
Changes in Financial Condition The following information summarizes our working capital (dollars in millions): December 31, December 31, Increase Percent 2025 2024 (decrease) change Cash and cash equivalents $ 429 $ 340 $ 89 26 % Accounts and notes receivable, net 677 725 (48 ) (7 )% Inventories 818 917 (99 ) (11 )% Prepaid expenses 94 114 (20 ) (18 )% Other current assets 46 29 17 59 % Total current assets 2,064 2,125 (61 ) (3 )% Accounts payable 721 770 (49 ) (6 )% Accrued liabilities 458 416 42 10 % Current portion of debt 353 325 28 9 % Current operating lease liabilities 57 54 3 6 % Total current liabilities 1,589 1,565 24 2 % Working capital $ 475 $ 560 $ (85 ) (15 )% 32 Our working capital decreased by $85 million as a result of the net impact of the following significant changes: ● The increase in cash and cash equivalents of $89 million resulted from the matters identified on our consolidated statements of cash flows.
During 2024, we received proceeds of approximately $350 million related to the issuance of our 5.70% senior notes due 2034 (“2034 Senior Notes”). See “Note 8. Debt—Direct and Subsidiary Debt—Senior Notes” to our consolidated financial statements. During 2024, HPS paid approximately $218 million against the note payable with SLIC for the acquisition of assets. “See “Note 3.
During 2025, we paid approximately $315 million to satisfy and discharge our obligations under our 4.25% senior notes due April 2025 (“2025 Senior Notes”). During 2024, we received proceeds of approximately $350 million related to the issuance of our 5.70% senior notes due 2034 (“2034 Senior Notes”). See “Note 15. Debt—Direct and Subsidiary Debt—Senior Notes” to our consolidated financial statements.
Performance Products The decrease in revenues in our Performance Products segment for 2024 compared to 2023 was primarily due to lower average selling prices, partially offset by higher sales volumes. Average selling prices decreased primarily due to competitive pressure.
Performance Products The decrease in revenues in our Performance Products segment for 2025 compared to 2024 was primarily due to lower sales volumes and slightly lower average selling prices. Sales volumes decreased primarily due to discontinuing operations at our Moers, Germany maleic anhydride facility. Average selling prices decreased slightly primarily due to softer market conditions, partially offset by favorable mix.
As of December 31, 2024, we had $325 million classified as current portion of debt, including $313 million outstanding under our 2025 Senior Notes, debt at our variable interest entities of $9 million and certain other short-term facilities and scheduled amortization payments totaling $3 million. We intend to renew, repay or extend these short-term facilities in the next twelve months.
As of December 31, 2025, we had $353 million classified as current portion of debt, including $343 million outstanding under our 2022 Revolving Credit Facility, debt at our variable interest entities of $7 million and certain other short-term facilities and scheduled amortization payments totaling $3 million.
The income tax expense of Huntsman International for the year ended December 31, 2024 was $62 million as compared with $65 million in the 2023 period. Our income tax expense is significantly affected by the mix of income and losses in the tax jurisdictions in which we operate along with the impact of valuation allowances in certain tax jurisdictions.
The income tax expense of Huntsman International for the year ended December 31, 2025 was $27 million as compared with $62 million in the 2024 period.
We expect to fund capital expenditures with cash provided by operations. ● During 2025, we expect to make contributions to our pension and postretirement benefit plans of approximately $35 million. ● Our €300 million 2025 Senior Notes are scheduled to mature on April 1, 2025.
We expect to fund capital expenditures with cash provided by operations. ● During 2026, we expect to make contributions to our pension and postretirement benefit plans of approximately $44 million. ● As of December 31, 2025, we have approximately $547 million remaining under the authorization of our existing share repurchase program.
Nevertheless, we could repatriate additional cash as dividends and the repatriation of cash as a dividend would generally not be subject to U.S. taxation. However, such repatriation may potentially be subject to limited foreign withholding taxes. For more information regarding our debt, see “Note 14.
However, such repatriation may potentially be subject to limited foreign withholding taxes. For more information regarding our debt, see “Note 15.
Management internally uses a free cash flow measure: (a) to evaluate our liquidity, (b) evaluate strategic investments, (c) plan dividend and stock buyback levels and (d) evaluate our ability to incur and service debt. 29 Table of Contents Adjusted Effective Tax Rate We believe that the effective tax rate of Huntsman Corporation or Huntsman International, as appropriate, is the performance measure calculated and presented in accordance with U.S.
GAAP, and it should not be inferred that the entire free cash flow amount is available for discretionary expenditures. 29 Table of Contents Adjusted Effective Tax Rate We believe that the effective tax rate of Huntsman Corporation or Huntsman International, as appropriate, is the performance measure calculated and presented in accordance with U.S.
As of December 31, 2024, we had approximately $280 million of cash and cash equivalents, including restricted cash, held by our foreign subsidiaries, including our variable interest entities. With the exception of certain amounts that we expect to repatriate in the foreseeable future, we intend to use cash held in our foreign subsidiaries to fund our local operations.
With the exception of certain amounts that we expect to repatriate in the foreseeable future, we intend to use cash held in our foreign subsidiaries to fund our local operations. Nevertheless, we could repatriate additional cash as dividends, and the repatriation of cash as a dividend would generally not be subject to U.S. taxation.
The impact on adjusted EBITDA from Corporate and other resulted primarily from decreases in corporate overhead costs and unallocated foreign currency exchange losses, offset by an increase in LIFO valuation losses. 31 Table of Contents Year Ended December 31, 2023 Compared with Year Ended December 31, 2022 For a comparison of both our results of operations and segment analysis for the fiscal years ended December 31, 2023 and 2022, see “Part II.
The decrease in segment adjusted EBITDA was primarily due to the decrease in sales volumes and unfavorable sales mix. Year Ended December 31, 2024 Compared with Year Ended December 31, 2023 For a comparison of both our results of operations and segment analysis for the fiscal years ended December 31, 2024 and 2023, see “Part II. Item 7.
The increase resulted primarily from higher borrowings under our 2022 $1.2 billion senior unsecured revolving credit facility (“2022 Revolving Credit Facility”). ● Equity in income of investment in unconsolidated affiliates for the year ended December 31, 2024 decreased to $44 million from $83 million in the 2023 period, primarily related to a decrease in income at our PO/MTBE joint venture with China, in which we hold a 49% interest. ● Other income (expense), net for the year ended December 31, 2024 was income of $21 million as compared with expense of $3 million in the 2023 period, primarily due to a decrease in losses related to the fair value adjustments to our investment in Venator, as well as income recognized during the year ended December 31, 2024 for the resolution of certain matters related to the 2017 separation of our titanium dioxide and performance additives business. ● Our income tax expense for the year ended December 31, 2024 was $61 million as compared with $64 million in the 2023 period.
The decrease was primarily due to income recognized during the year ended December 31, 2024 for the resolution of certain matters related to the 2017 separation of our titanium dioxide and performance additives business. ● Our income tax expense for the year ended December 31, 2025 was $26 million as compared with $61 million in the 2024 period.
The decrease resulted primarily from lower gross profits in our Performance Products segment. See “—Segment Analysis” below. ● Restructuring, impairment and plant closing costs for the year ended December 31, 2024 increased by $21 million, or 117%, as compared with the 2023 period. For more information on restructuring activities, see “Note 12.
See “—Segment Analysis” below. ● Our selling, general and administrative expenses and the selling, general and administrative expenses of Huntsman International both decreased by $1 million for the year ended December 31, 2025 as compared with the 2024 period primarily related to lower costs resulting from the impact of our restructuring programs, mostly offset by an increase in our incentive compensation accrual. ● Restructuring, impairment and plant closing costs for the year ended December 31, 2025 increased by $109 million as compared with the 2024 period.
See also “—Cash Flows Year Ended December 31, 2024 Compared with Year Ended December 31, 2023.” ● Inventories increased by $50 million primarily due to higher sales volumes. ● Prepaid expenses increased by $22 million primarily due to higher prepaid information technology costs. ● Other current assets decreased by $33 million primarily due to lower bank accepted drafts and lower current income tax receivable. ● Accounts payable increased by $51 million primarily due to higher inventory purchases and improved terms. ● Accrued liabilities increased by $21 million primarily due to increases in accrued income taxes, accrued interest, accrued rebates and accrued environmental liabilities, partially offset by a decrease in accrued payroll and taxes other than income. ● Current portion of debt increased by $313 million primarily due to the outstanding balance on our 4.25% senior notes due April 2025 (“2025 Senior Notes”) that are now classified as current debt. 32 Table of Contents Liquidity Short-Term Liquidity We depend upon our cash, our 2022 Revolving Credit Facility, our A/R Programs and other debt instruments to provide liquidity for our operations and working capital needs.
See also “—Cash Flows For Year Ended December 31, 2025 Compared with Year Ended December 31, 2024.” ● Accounts and notes receivable, net decreased by $48 million primarily due to lower revenues in the fourth quarter of 2025 as compared with the fourth quarter of 2024. ● Inventories decreased by $99 million primarily due to lower inventory costs and volumes. ● Prepaid expenses decreased by $20 million primarily due to lower prepaid information technology costs recorded at the end of 2025 as compared with the end of 2024 as well as a decrease in prepaid insurance premiums. ● Other current assets increased by $17 million primarily due to an increase in current taxes receivable and non-qualified employee benefit plan investments. ● Accounts payable decreased by $49 million primarily due to lower inventory purchases, partially offset by extended vendor payment terms under our supplier finance program. ● Accrued liabilities increased by $42 million primarily due to increases in accrued restructuring, accrued compensation, accrued taxes other than income and accrued rebates, partially offset by a decrease in accrued income taxes. ● Current portion of debt increased by $28 million primarily due to an increase in our borrowings under our 2022 Revolving Credit Facility, partially offset by the satisfaction and discharge of our obligations under our 2025 Senior Notes during the first quarter of 2025.
A/R Program”) and European accounts receivable securitization program (“EU A/R Program” and collectively with the U.S. A/R Program, “A/R Programs”). During 2023, we paid $349 million for repurchases of our common stock. Free cash flow from continuing operations for 2024 and 2023 were proceeds of cash of $101 million and $21 million, respectively.
During 2025 and 2024, we had net borrowings (repayments) of $460 million and $(169) million, respectively, from our 2022 $1.2 billion senior unsecured revolving credit facility (“2022 Revolving Credit Facility”) and our U.S. accounts receivable securitization program (“U.S. 2025 A/R Program”) and European accounts receivable securitization program (“EU A/R Program” and collectively with the U.S. A/R Program, “A/R Programs”).
Sales volumes increased primarily due to improved demand and volume improvement initiatives across certain markets, including fuel and lubricant additives and coatings and adhesives. The decrease in segment adjusted EBITDA was primarily due to lower average selling prices, partially offset by higher sales volumes and lower raw materials costs.
The decrease in segment adjusted EBITDA was primarily due to lower sales volumes and an unfavorable impact from inventory reductions, partially offset by lower variable direct costs and lower fixed costs.
Business Combinations and Acquisitions—Separation and Acquisition of Assets of SLIC Joint Venture” to our consolidated financial statements. During 2024 and 2023, we repaid $169 million and $51 million, respectively, against the outstanding balances under our 2022 Revolving Credit Facility and our U.S. accounts receivable securitization program (“U.S.
During 2025, we received a $41 million final liquidating distribution from SLIC, and during 2024, we received approximately $30 million as an interim liquidating distribution from SLIC. See “Note 3. Business Combinations and Acquisitions—Separation and Acquisition of Assets of SLIC Joint Venture” to our consolidated financial statements.
Removed
Our forward-looking adjusted effective tax rate is calculated based on our forecast effective tax rate, and the range of our forward-looking adjusted effective tax rate equals the range of our forecast effective tax rate.
Added
Commitments and Contingencies—Legal Matters” to our consolidated financial statements) and approximately $10 million related to the settlement of a claim in connection with a commercial dispute during the year ended December 31, 2024.
Removed
We disclose forward-looking adjusted effective tax rate because we cannot adequately forecast certain items and events that may or may not impact us in the near future, such as business acquisition and integration expenses and purchase accounting inventory adjustments, certain legal and other settlements and related expenses, gain on sale of businesses/assets and certain tax only items, including tax law changes not yet enacted.
Added
Management internally uses a free cash flow measure: (a) to evaluate our liquidity, (b) evaluate strategic investments, (c) plan dividend and stock buyback levels and (d) evaluate our ability to incur and service debt. Free cash flow is defined as net cash provided by operating activities less capital expenditures. Free cash flow is not a defined term under U.S.
Removed
Each of such adjustment has not yet occurred, is out of our control and/or cannot be reasonably predicted.
Added
The decrease resulted primarily from lower gross profits in all our segments.
Removed
In our view, our forward-looking adjusted effective tax rate represents the forecast effective tax rate on our underlying business operations but does not reflect any adjustments related to the items noted above that may occur and can cause our effective tax rate to differ.
Added
For more information on restructuring activities, see “Note 13. Restructuring, Impairment and Plant Closing Costs” to our consolidated financial statements. ● Income associated with litigation matter, net was approximately $33 million for year ended December 31, 2025. For further information, see “Note 21.
Removed
The decrease in segment adjusted EBITDA was primarily due to lower average selling prices.
Added
The decrease in income tax expense was primarily due to the increase in loss from continuing operations before income taxes and to our mix of income and losses in the tax specific jurisdictions in which we operate along with the impact of valuation allowances in certain tax jurisdictions.
Removed
Corporate and other Corporate and other includes unallocated corporate overhead, unallocated foreign currency exchange gains and losses, last-in first-out (“LIFO”) inventory valuation reserve adjustments, loss on early extinguishment of debt, unallocated restructuring, impairment and plant closing costs, nonoperating income and expense and gains and losses on the disposition of corporate assets.
Added
Sales volumes increased primarily due to some improved demand and share gains in certain markets, partially offset by a decrease in volumes due to the scheduled turnaround at our Rotterdam, the Netherlands manufacturing facility during the second quarter of 2025.
Removed
Adjusted EBITDA from Corporate and other for Huntsman Corporation remained the same, a loss of $163 million, for 2024 as compared to 2023. Adjusted EBITDA from Corporate and other for Huntsman International remained the same, a loss of $160 million, for 2024 as compared to 2023.
Added
Net cash used in financing activities for 2025 and 2024 was $76 million and $326 million, respectively.
Removed
Cash Flows For Year Ended December 31, 2024 Compared with Year Ended December 31, 2023 Net cash provided by operating activities from continuing operations for 2024 and 2023 was $285 million and $251 million, respectively.
Added
During 2024, HPS paid approximately $218 million against the note payable with SLIC for the acquisition of assets. “See “Note 3. Business Combinations and Acquisitions—Separation and Acquisition of Assets of SLIC Joint Venture” to our consolidated financial statements. Free cash flow from continuing operations for 2025 and 2024 were proceeds of cash of $125 million and $101 million, respectively.
Removed
During 2023, we received $544 million for the sale of businesses, net, primarily related to net proceeds of $530 million from the sale of our Textile Effects Business. See “Note 4. Discontinued Operations—Sale of Textile Effects Business” to our consolidated financial statements. Net cash used in financing activities for 2024 and 2023 was $326 million and $620 million, respectively.
Added
Liquidity We depend upon our cash, our revolving credit facility, our A/R Programs and other debt instruments to provide liquidity for our operations and working capital needs.
Removed
Accordingly, an approximate €306 million (approximately $320 million as of December 31, 2024) payment for the principal and the unpaid, accrued interest will be made from our available liquidity. ● On January 31, 2024, we completed the planned separation and acquisition of assets of SLIC, our manufacturing joint venture with BASF and three Chinese chemical companies.
Added
We currently do not expect to repurchase any shares of our common stock under this program during 2026. Long-Term Liquidity ● On February 9, 2026, Huntsman International entered into a new $800 million secured revolving credit facility (“2026 Revolving Credit Facility”) replacing the 2022 Revolving Credit Facility.
Removed
The final purchase price of the acquired assets has been determined based on an asset valuation, which was completed in the second quarter of 2024.
Added
Borrowings bear interest at the rates specified in the credit agreement governing the 2026 Revolving Credit Facility, which vary based on the type of loan, leverage ratio and debt ratings. The 2026 Revolving Credit Facility has a maturity date of February 9, 2031.
Removed
The acquisition of the assets was funded in part with HPS issuing a U.S. dollar equivalent note payable at closing of approximately $218 million, which was repaid in full in the second quarter of 2024 using available funds at HPS.
Added
Huntsman International may increase the 2026 Revolving Credit Facility commitments by up to $400 million, plus additional amounts, subject to the satisfaction of certain conditions. ● On November 3, 2025, our Board of Directors declared a $0.0875 per share cash dividend on our common stock. This represents a 65% decrease from the then previous dividend.
Removed
During the third quarter of 2024, we received approximately $64 million of cash from SLIC, of which $34 million was a dividend and $30 million was an interim liquidating distribution. Upon the full liquidation of the joint venture, all remaining cash of SLIC, primarily resulting from the proceeds received by SLIC, will be distributed back to the joint venture partners.
Added
We intend to renew, repay or extend these short-term facilities in the next twelve months. As of December 31, 2025, we had approximately $427 million of cash and cash equivalents, including restricted cash, held by our foreign subsidiaries, including our variable interest entities.
Removed
We currently anticipate that approximately RMB 300 million (approximately $40 million as of December 31, 2024) will be distributed as a liquidating distribution and return of investment upon full liquidation, which we anticipate will be completed in 2025. ● On February 28, 2023, we completed the sale of our Textile Effects Business to Archroma, and during the first quarter of 2024, we finalized the purchase price valued at $597 million, which includes adjustments to the purchase price for working capital, plus the assumption of underfunded pension liabilities.
Removed
During the year ended December 31, 2024, we paid cash taxes of approximately $11 million, and we expect to pay additional cash taxes of approximately $2 million and expect to pay cash for contingencies and post-closing indemnifications in future periods related to the sale of our Textile Effects Business. See “Note 4.
Removed
Discontinued Operations—Sale of Textile Effects Business” to our consolidated financial statements. ● During 2020 and 2021, management implemented cost realignment and synergy plans and, in November 2022, committed to further plans to realign our cost structure with additional restructuring in Europe, including exiting and consolidating certain facilities, workforce relocation to lower cost locations and further personnel rationalization.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeChanges in the fair value of the hedge in the net investment of certain European operations are recorded in accumulated other comprehensive loss. For more information on interest rate risk, foreign exchange rate risk and commodity prices risk, see “Note 15. Derivative Instruments and Hedging Activities” to our consolidated financial statements.
Biggest changeChanges in the fair value of the hedge in the net investment of certain European operations are recorded in accumulated other comprehensive loss. For more information on interest rate risk, foreign exchange rate risk and commodity prices risk, see “Note 16. Derivative Instruments and Hedging Activities” to our consolidated financial statements.

Other HUN 10-K year-over-year comparisons