DEF 14A of Albemarle Corp, Mar 24, 2026

DEF 14A of Albemarle Corp

Filed Mar 24, 2026 · FY20250000915913-26-000050

Open on EDGAR

  1. Proposal 1 – Election of Directors

    Proposal 1 – Election of Directors Albemarle has adopted robust corporate governance policies that facilitate strong Board of Directors leadership and strategic deliberation, effective oversight practices, and transparency. Highlights of our governance practices include:

  2. Proposal 1 – Election of Directors

    | Board of Directors | | | • Annual election of Directors | • Resignation policy for Directors not receiving a majority vote | | • Independent Board, except CEO | • Lead Independent Director with substantive responsibilities | | • 100% independent standing Board Committees | • Regular executive sessions of independent Directors | | • Continuing director education | • Director retirement requirement at age 72 | | • Attendance of at least 95% of Board and applicable Committee meetings held in 2025 by each Director | • Oversight of key business risks by Board and Committees | | • Annual Board and Committee evaluation process | • Authority to retain independent advisors | | • Clawback policies applicable to annual and long-term incentive compensation | • Anti-hedging and pledging policies for Directors and insiders | | • No shareholder rights plan (i.e. poison pill) | • Annual Say-on-Pay vote | | • Robust, director-led shareholder engagement program | • Share ownership guidelines for Directors and executives | | • Board oversight of sustainability and corporate responsibility initiatives, including employee safety | • Mandatory IT security training for employees as part of comprehensive Cybersecurity Program |

  3. Proposal 1 – Election of Directors

    Our Board recommends a vote FOR each of the 10 nominees listed below. All of the nominees are currently serving as Directors.

  4. Proposal 1 – Election of Directors

    | | | | | Standing Committee Membership | | | | | Name | Age | Independent | Director Since | Audit & Finance | Compensation & Talent Development | Governance & Public Policy | Safety, Sustainability, Operations & Capital | | M. Lauren Brlas | 68 | Yes | 2017 | • | | • | • | | Michelle T. Collins | 64 | Yes | 2026 | • | | • | | | Ralf H. Cramer | 60 | Yes | 2022 | • | | | • | | J. Kent Masters, Jr. (Chair) | 65 | No | 2015(1) | | | | | | Glenda J. Minor | 69 | Yes | 2019 | C | | • | | | Diarmuid B. O’Connell | 62 | Yes | 2018 | | C | • | | | Gerald A. Steiner (Lead Independent Director) | 65 | Yes | 2013(2) | • | | • | | | Holly A. Van Deursen | 67 | Yes | 2019 | | • | | C | | Mark R. Widmar | 60 | Yes | 2026 | | • | | • | | Alejandro D. Wolff | 69 | Yes | 2015 | | • | C | | | (1) Chair since 2020 | | | | | | | | | (2) Lead Independent Director since 2025 | | | | | | | |

  5. Director Nominees

    Director Nominees

  6. Director Nominees

    | Independent: 9 of 10 | Average age: 65.3 | Average tenure: 6.9 years |

  7. Director Nominees

    Director Nominees

  8. Director Nominees

    | Independent Age: 68 Director Since: 2017 Committees: •Audit & Finance •Governance & Public Policy | M. LAUREN BRLAS Ms. Brlas retired from the Newmont Mining Corporation (“Newmont”), a global gold company and producer of copper, silver, zinc, and lead, in December 2016. Ms. Brlas joined Newmont in 2013 and served as Executive Vice President and Chief Financial Officer until October 2016. From 2006 through 2013, Ms. Brlas held various positions of increasing responsibility with Cleveland-Cliffs Inc., a North American producer of iron ore and steel, where ultimately she served as Chief Financial Officer and then as Executive Vice President and President, Global Operations. Attributes and Skills: Ms. Brlas brings significant operational and financial executive leadership experience, including in the natural resources industry, to our Board. This executive leadership experience as well as Ms. Brlas’ extensive background in financial and governance matters supports her re-election to our Board. Other Public Company Directorships: •Autoliv, Inc. (a developer, manufacturer, and marketer of airbags, seatbelts, and steering wheels), 2020 – current •Graphic Packaging International, LLC (a producer of paper-based packaging solutions), 2019 – current •Constellation Energy Corporation (an energy provider), 2022 – 2024 •Exelon Corporation (an energy provider), 2018 – 2022 | | Independent Age: 64 Director Since: 2026 Committees: •Audit & Finance •Governance & Public Policy | MICHELLE T. COLLINS Michelle T. Collins is a former Vice Chair, Senior Audit Partner, and National Automotive Sector Leader for Deloitte & Touche LLP. Ms. Collins joined Deloitte & Touche in 1984, where she served as an audit partner working with Deloitte’s largest global audit clients from 1996 until her recent retirement. She also served as a Senior Partner, consulting with large global clients in the automotive, manufacturing, and consumer industries. Ms. Collins also was a member of the Deloitte & Touche US Board of Directors for six years where she served as Vice Chair, Chair of the Finance and Audit Committee, and Chair of the Governance Committee. Attributes and Skills: Ms. Collins brings a wealth of leadership experience to the Board, honed over 40 years of distinguished service in audit and advisory roles. Ms. Collins’ public company board experience and significant knowledge in the areas of audit, financial accounting and reporting, cybersecurity and technology, governance, business transformation, and enterprise risk management supports her re-election to our Board. Other Public Company Directorships: •Owens Corning (a manufacturer and distributor of residential and commercial building products), 2024 - present •Deluxe Corp. (a payments and data company), 2025 - present |

  9. Director Nominees

    | Independent Age: 60 Director Since: 2022 Committees: •Audit & Finance •Safety, Sustainability, Operations & Capital | RALF H. CRAMER Mr. Cramer has served as Industry Advisor/Consultant at Knowledge Experienced, an automotive and industrial consulting company, since 2018. He has also served as a Senior Consultant at Shenzhen Shentou Investment Co Ltd., a cross-border M&A consultancy and investment company, since 2018. Mr. Cramer has served on the boards of directors Knorr-Bremse Truck, a subsidiary of Knorr-Bremse A.G., a braking system manufacturer, from December 2018 to June 2025, and Coperion GmbH, a subsidiary of Hillenbrand Group, a technology provider for plastics industry, since Jan 2024. Mr. Cramer served on the board of directors of Metalsa S.A., an automotive solutions provider, from May 2019 to May 2024, on the board of directors of BBS Automation GmbH, an automation solutions provider, from May 2018 to October 2023, as an Executive Board Member of Continental AG, which develops technologies and services for mobility of people and goods, from 2009 to 2017, and as President, Global Division Chassis & Safety from 2008 to 2013. Mr. Cramer also served as President and CEO of Continental China, an automotive component manufacturer, from 2013 to 2017. Attributes and Skills: Mr. Cramer’s executive experience with multinational companies in the automotive industry and manufacturing operations, as well as his deep experience in China and interactions with Chinese industry leaders, brings an international business perspective to our Board. Mr. Cramer’s extensive knowledge of the global automotive industry and operational, financial, and international leadership experience supports his re-election to our Board. | | Age: 65 Director Since: 2015 Chairman Since: 2020 | J. KENT MASTERS, JR. Mr. Masters has served as Chairman and CEO of Albemarle since 2020. He joined the Albemarle Board of Directors in 2015 and served as Lead Independent Director from 2018 to April 2020. Prior to joining Albemarle, Mr. Masters served as Chief Executive Officer of Foster Wheeler AG, a global engineering and construction contractor and power equipment supplier, from 2011 to 2014, when Foster Wheeler AG was acquired by Amec plc to form Amec Foster Wheeler plc. Attributes and Skills: Mr. Masters brings extensive global business experience across industries critical to Albemarle's strategy, including engineering and construction, power equipment, and industrial gases. Mr. Masters’ public company leadership experience combined with his prior experience in the lithium industry and former service on the board of directors for Rockwood Holdings, Inc., further supports his re-election to our Board. |

  10. Director Nominees

    | Independent Age: 69 Director Since: 2019 Committees: •Audit & Finance (Chair) •Governance & Public Policy | GLENDA J. MINOR Ms. Minor has served as Chief Executive Officer and Principal of Silket Advisory Services, a privately owned consulting firm advising companies on financial, strategic and operational initiatives, since 2016. Prior to Silket, she served as Senior Vice President and Chief Financial Officer of Evraz North America Limited, a North American steel manufacturer from 2010 to 2016. Ms. Minor also served as Vice President, Finance, Controller, Chief Accounting Officer, and General Auditor of Visteon Corporation, a global technology company that designs, engineers, and manufactures cockpit electronics and connected car solutions, from 2000 to 2010. She has also served on the board of the Capital Area United Way since 2020. Attributes and Skills: Ms. Minor brings extensive financial and international leadership experience across different industries and different continents to our Board. Ms. Minor’s financial and international leadership experience as well as her in-depth understanding of the preparation and analysis of financial statements and her experience in capital market transactions, accounting, treasury, investor relations, financial and strategic planning, and business expansion supports her re-election to our Board. Other Public Company Directorships: •Kaiser Aluminum, Inc. (a manufacturer and seller of specialty aluminum mill products) 2025 - current •Curtiss-Wright Corporation (a global provider of products and services in the aerospace & defense and industrial markets), 2019 – current •Radius Recycling, Inc. (a global provider in the metals recycling industry and a manufacturer of finished steel products), 2020 - 2025 | | Independent Age: 62 Director Since: 2018 Committees: •Executive Compensation & Talent Development (Chair) •Governance & Public Policy | DIARMUID B. O'CONNELL Mr. O'Connell served as Chief Strategy Officer of Fair Financial Corp., an automotive leasing fintech company, from 2018 to 2019. Prior to Fair Financial, Mr. O’Connell served as Vice President, Corporate & Business Development at Tesla Motors Inc., an American electric vehicle manufacturer, energy storage company, and solar panel manufacturer, from 2010 to 2017 and Vice President, Business Development from 2006 to 2010. Mr. O’Connell served as Chief of Staff, Bureau of Political Military Affairs at the U.S. Department of State from 2003 to 2006. Attributes and Skills: Mr. O'Connell brings experience in the electric vehicle and energy storage industry as well as valuable perspectives on global applications of alternative energy that provide insights into the end uses of our products to our Board. This industry knowledge as well as Mr. O'Connell’s background in marketing, government relations, operations, and manufacturing supports his re-election to our Board. Other Public Company Directorships: •Dana Incorporated (a global manufacturer in drivetrain and e-Propulsion systems), 2018 – current •Volvo Car AB (a company that designs, manufactures, and supplies automobiles), 2021 – current •Tech and Energy Transition Corporation (a special purpose acquisition company), 2021 – 2023 |

  11. Director Nominees

    | Independent Age: 65 Director Since: 2013 Lead Independent Director since: 2025 Committees: •Audit & Finance •Governance & Public Policy | GERALD A. STEINER Mr. Steiner co-founded and served as CEO from 2015 to 2021 and as Executive Chairman of CoverCress, Inc., a company developing a new crop for renewable fuels, from 2021 until its acquisition in 2022. Mr. Steiner founded in 2014 and continues to serve at Alta Grow Consulting LLC, a business consulting firm. Mr. Steiner also has served as Executive Chair of Pluton BioSciences, an agricultural microbials company, since February 2023, as well as serving as an independent board member and consulting for other AgTech startup companies. Prior to Alta Grow Consulting, he served as Executive Vice President, Sustainability and Corporate Affairs at Monsanto Company, a leading global provider of agricultural products for farmers, from 2003 to 2014 and Head of Corporate Strategy prior to that time. Among other roles, Mr. Steiner has also served at the following organizations: •Chairman, 2012 – 2014, and board member, 2003 – 2014, Food and Agriculture Section of BIO (Biotechnology Industry Organization) •Chairman, 2012 – 2013, board member, 2014, and Trustee Emeritus, 2015 – current, The Keystone Center (a policy center for agriculture, early childhood education, and energy for rural communities) •Co-founder, Field to Market (an agricultural sustainability organization); Executive Chairman of Stony Creek Colors (a plant-based dyes company) since 2021 Attributes and Skills: Mr. Steiner brings extensive experience in the renewable fuels and agricultural industry to our Board. This industry experience as well as Mr. Steiner’s extensive experience in government affairs, global business, and strategy supports his re-election to our Board. | | Independent Age: 67 Director Since: 2019 Committees: •Executive Compensation & Talent Development •Safety, Sustainability, Operations & Capital (Chair) | HOLLY A. VAN DEURSEN Ms. Van Deursen served as Group Vice President, Petrochemicals, at BP plc, a global provider of heat, light and mobility products and services. She joined the company in 1989 and held various senior executive management roles before retiring as a member of the top-forty executive management team in 2005. Ms. Van Deursen has twenty-five years of experience in the chemical, oil, and energy industries, including various engineering, manufacturing, and product development roles for Dow Corning Corporation, a chemical and plastics manufacturer and supplier. Attributes and Skills: Ms. Van Deursen brings extensive experience to our Board in the chemical, industrial, and contract manufacturing sectors, including from her previous service as a director for companies in oilfield services and diversified industrial and packaging sectors. Ms. Van Deursen’s experience across sectors as well as her service in executive roles in business management, business development, and mergers & acquisitions in the U.S. and globally supports her re-election to our Board. Other Public Company Directorships: •Kimball Electronics Inc. (a global contract manufacturer of durable goods electronics serving a variety of industries), 2019 – current •Synthomer plc (a global supplier of acrylic and vinyl emulsions and specialty polymers), 2018 – current •Capstone Green Energy Corporation (a global producer of highly efficient, low-emission, resilient microturbine energy systems), Chair 2017 – 2020; director 2007 – 2021 •Enerpac Tool Group (formerly Actuant Corporation) (a diversified industrial company), 2008 – 2020 |

  12. Director Nominees

    | Independent Age: 60 Director Since: 2026 Committees: •Executive Compensation & Talent Development •Safety, Sustainability, Operations & Capital | MARK R. WIDMAR Mr. Widmar has served as the Chief Executive Officer of First Solar since July 2016. He joined First Solar in April 2011 as Chief Financial Officer and also served as First Solar’s Chief Accounting Officer from February 2012 through June 2015. Prior to joining First Solar, Mr. Widmar served as Chief Financial Officer of GrafTech International Ltd., a leading global manufacturer of advanced carbon and graphite materials, from May 2006 through March 2011. Prior to joining GrafTech, Mr. Widmar served as Corporate Controller of NCR Inc. from 2005 to 2006 and was a Business Unit Chief Financial Officer for NCR from November 2002 until 2006. He also served as a Division Controller at Dell, Inc. from August 2000 to November 2002. Mr. Widmar began his career in 1987 as an accountant with Ernst & Young. Attributes and Skills: Mr. Widmar has significant public company executive experience, having served in a number of senior level executive positions at global companies. His public company management and board experience, knowledge in the areas of global and emerging markets, geopolitics and government affairs, operations, supply chain, and executive compensation supports his re-election to our Board. Other Public Company Directorships: •First Solar, Inc. (a global provider of solar energy solutions), 2016 - present | | Independent Age: 69 Director Since: 2015 Committees: •Executive Compensation & Talent Development •Governance & Public Policy (Chair) | ALEJANDRO D. WOLFF Mr. Wolff served as Managing Director of Gryphon Partners LLC, a global advisory firm focused on frontier markets, from 2014 to 2016. Prior to Gryphon, he served as U.S. Ambassador to Chile from 2010 to 2013 and U.S. Ambassador to the United Nations from 2005 to 2010. Mr. Wolff has thirty-three years of service in the U.S. Department of State, including service in Algeria, Morocco, Chile, Cyprus, the U.S. Mission to the European Union in Brussels, and as Deputy Chief of Mission and Charge d’Affaires in France. Attributes and Skills: Mr. Wolff brings expertise in international political, economic, and commercial affairs to our Board. This expertise, as well as Mr. Wolff’s lithium industry experience (including his prior service on the board of directors for Rockwood Holdings, Inc.), supports his re-election to our Board. Other Public Company Directorships: •Frontier Group Holdings, Inc. (the holding company of Frontier Airlines, an ultra-low cost airline), 2019 – current •PG&E Corporation / Pacific Gas & Electric Company (a holding company of natural gas / electric energy utility company), 2019 – 2020 •Versum Materials, Inc. (an electronic materials company), 2016 – 2019 |

  13. DIRECTOR COMPENSATION

    DIRECTOR COMPENSATION

  14. Director Compensation Table

    Director Compensation Table The following table presents information relating to the compensation earned by our non-employee Directors who served during the fiscal year ended December 31, 2025. Mr. Masters, as an employee Director, does not receive compensation from the Company in his capacity as a Director.

  15. Director Compensation Table

    | Director Compensation Table | | | | | | Name | Fees Earned or Paid in Cash ($)(1) | Stock Awards ($)(2) | All Other Compensation ($)(3) | Total ($) | | M. Lauren Brlas | $132,500 | $171,403 | $4,000 | $307,903 | | Ralf H. Cramer | $120,000 | $171,403 | $— | $291,403 | | Glenda J. Minor | $132,500 | $171,403 | $3,000 | $306,903 | | James J. O'Brien | $152,500 | $171,403 | $— | $323,903 | | Diarmuid B. O'Connell | $130,000 | $171,403 | $— | $301,403 | | Dean L. Seavers | $127,500 | $171,403 | $— | $298,903 | | Gerald A. Steiner | $152,500 | $171,403 | $— | $323,903 | | Holly A. Van Deursen | $127,500 | $171,403 | $3,000 | $301,903 | | Alejandro D. Wolff | $137,500 | $171,403 | $— | $308,903 |

  16. Director Compensation Table

    ___________________________________________________ (1)Amounts shown include fees that have been deferred at the election of the Director under the 2023 Directors Plan. Amounts reflect proration for partial quarter of service due to beginning service on the Board or in a Board leadership role during the quarter. (2)Amounts shown represent the aggregate grant date fair value of stock awards granted in Fiscal Year 2025 in accordance with FASB ASC Topic 718. On July 1, 2025, each then serving non-employee Director received 2,725 shares of restricted common stock (some of which were deferred by certain Directors) for their service as a Director. In accordance with the 2023 Directors Plan, non-employee Directors received shares of restricted common stock (some of which were deferred by certain Directors) equal to $170,000 divided by the closing price per share of common stock on July 1, 2025, which was $62.90, rounded up to the next 25-share increment. The amounts set forth above reflect the grant date fair value under accounting guidance for these awards and may be different from the actual value that will be realized by each Director. Other than Dean L. Seavers, each non-employee Director held these 2,725 shares of restricted common stock (some of which were deferred by certain Directors) as of December 31, 2025, and held no other unvested equity or stock options as of such date. Dean L. Seavers resigned from the Board effective December 12, 2025. Pursuant to the terms of the 2023 Directors Plan, upon the departure of Mr. Seavers from the Board, the 2,725 shares of restricted common stock and any dividend equivalent units were forfeited. His cash compensation was unaffected as he had already received full payment for the 2025 fiscal year and served for all but 18 days. (3)Represents matching donations for qualified charitable contributions through the Albemarle Foundation Matching Gifts Program.

  17. Directors and Executive Officers

    Directors and Executive Officers The following table sets forth as of March 11, 2026, the beneficial ownership of common stock by each Director of the Company, the NEOs listed in the Summary Compensation Table and all Directors and executive officers of the Company as a group.3

  18. Directors and Executive Officers

    | Name of Beneficial Owner or Number of Persons in the Group | Number of Shares Beneficially Owned(1) | Percent of Class | Phantom Shares Without Voting or Investment Power(2) | | Melissa Anderson | 12,834(3) | * | — | | M. Lauren Brlas | 10,178 | * | — | | Michelle T. Collins | — | * | — | | Ralf H. Cramer | 3,256 | * | — | | J. Kent Masters | 316,435 | * | — | | Glenda J. Minor | 5,893 | * | 4,346 | | Mark Mummert | 5,609 | * | — | | Eric W. Norris | 72,888 | * | — | | James J. O’Brien | 8,085 | * | 15,852 | | Diarmuid B. O'Connell | 8,233 | * | — | | Neal R. Sheorey | 2,342 | * | — | | Gerald A. Steiner | 11,946 | * | 9,627 | | Holly A. Van Deursen | 1,650 | * | 8,758 | | Mark R. Widmar | — | * | 325 | | Alejandro D. Wolff | 12,986 | * | 6,326 | | All directors and executive officers as a group (19 persons) | 494,028(3) | * | 45,234 |

  19. Directors and Executive Officers

    ___________________________________________________ * Indicates beneficial ownership of less than 1% of common stock. Calculated based upon 117,886,887 shares of common stock outstanding as of March 11, 2026 and assuming vesting or exercise of such holder’s stock awards and options that vest, or are or become, exercisable within 60 days of March 11, 2026, as the case may be, for purposes of calculating the total number of shares outstanding, but not the conversion or exercise of securities held by third parties. (1)The amounts in this column include only vested RSU, PSU, and option shares. Further, the amounts in this column include the following shares of common stock with respect to which certain persons had the right to acquire beneficial ownership within 60 days of March 11, 2026: Mr. Masters 204,257 options; Mr. Norris 36,081 options; and Ms. Anderson 11,329 options. (2)The amounts in this column reflect phantom shares held in a person's deferred stock account and represent an equivalent number of shares of common stock. Although such shares are not “beneficially owned” as defined under SEC rules, we believe that inclusion of such shares gives our shareholders important additional information regarding the shareholdings of our Directors. (3)Includes 179 shares held in the Albemarle Savings Plan for Ms. Anderson and 12,755 shares held in the Albemarle Savings Plan for an executive officer who is not an NEO. 3 Albemarle's Form 4 filings include both vested equity as well as unvested RSUs. The beneficial ownership totals above do not include any unvested equity.

  20. A Letter from the Executive Compensation & Talent Development Committee

    A Letter from the Executive Compensation & Talent Development Committee Dear Fellow Shareholders, In 2025, Albemarle maintained its disciplined execution and portfolio management priorities to stay competitive and agile while delivering for our shareholders. Amid a challenging end‑market and operating environment, particularly in the global lithium industry, over the past two years the leadership team took decisive action to preserve Albemarle’s industry‑leading position despite significant market volatility. Thanks to these focused, disciplined cost and cash‑management and operational measures, we are pleased to have delivered strong operating and free cash flow for 2025, supported by our streamlined organizational structure. We are strengthened by our financial discipline, culture of continuous improvement and resilience, geographically diverse assets and global footprint, as well as the recent closing of the sale of our controlling stake in Ketjen Corporation and sale of our interest in the Eurecat joint venture. We believe we are well-positioned to continue our focus on our core businesses – Energy Storage and Specialties – and to maintain our commitment to cost discipline and to delivering shareholder returns. In line with these results, the 2025 annual incentive plan paid out at 151.5% of target, reflecting our strong adjusted EBITDA and Operating Cash Flow Conversion Rate performance for the year. The 2023-2025 long-term incentive plan paid out at 90.1% of target for Relative Total Shareholder Return ("rTSR") PSUs and 0% for adjusted Return on Invested Capital ("adjusted ROIC") PSUs, which the Committee views as appropriate to ensure strong accountability and alignment with our shareholder experience. The Board and Committee regularly solicit key shareholder feedback to inform the ongoing evolution of our compensation and governance practices. Prior to and following the 2025 Say-on-Pay vote, which received support below the prior year, the Committee initiated an expanded shareholder engagement outreach effort to better understand investor priorities and preferences regarding our executive compensation program. In response to feedback received, the Committee has implemented several changes to the fiscal 2026 compensation program design and enhanced this year’s proxy disclosure as follows: Fiscal 2026 Compensation Program Changes: •Updated Albemarle’s compensation peer group for fiscal 2026 compensation decisions to more closely align with our operating size; •Rebalanced equity mix to 60% target PSUs / 40% RSUs, instead of 50% target PSUs / 25% RSUs / 25% Stock Options, to increase the portion of pay directly linked to pre-set performance targets; •Raised the relative TSR target performance level from the median to the 55th percentile of the performance peer group to strengthen the PSU plan rigor; and •Removed the individual component in the annual incentive plan for executive officers to drive greater team alignment around Company goals and improve payout transparency. Compensation Disclosure Enhancements: •Disclosed forward-looking goals for 2025 PSUs to enhance transparency around the rigor of our long-term performance hurdles; and •Enhanced disclosure of individual performance considerations that informed the 2025 annual incentive plan payouts. For additional details on the Committee’s engagement effort and responsiveness actions, please see the ‘Shareholder Engagement’ section of the Compensation Discussion and Analysis section that follows. Critical to our ability to continue executing our cost-optimizing growth strategy are the continued commitment and contributions of our highly-qualified leadership team, who are equipped with the right expertise to guide Albemarle through industry cycles and broader macroeconomic shifts. The Committee continuously seeks to balance our business priorities while ensuring our compensation program remains competitive, performance-based and shareholder-aligned, regardless of the positive benefits or negative impacts of the larger pricing environment. On behalf of the Committee, we appreciate your continued engagement as we work to enhance our executive compensation program to align with shareholder interests and Albemarle’s long-term growth strategy. We respectfully request your vote in support of the 2025 advisory resolution to approve named executive officer compensation.

  21. CD&A HIGHLIGHTS

    | Company Overview | 2025 Financial and Operational Performance | | 2025 Compensation Program Highlights | Market Alignment, Risk Profile and Incentive Plan Design | | Shareholder Engagement | 2025 Say-on-Pay Vote and Shareholder Engagement | | Executive Compensation Framework | Compensation Philosophy and Principles and Pay for Performance Alignment | | Executive Compensation Management | Roles in Determining Executive Compensation, How We Use Market Data and the Compensation Risk Assessment | | 2025 Compensation Decisions and Outcomes | 2025 Base Salaries, Annual Incentive Plan and Long-Term Incentive Plan Decisions and Outcomes | | Other Compensation and Personal Benefits | Other Compensation Policies and Guidelines |

  22. Incentive Plan Payouts Aligned with Performance

    Incentive Plan Payouts Aligned with Performance Consistent with our strong financial and operational performance results, the incentive plan payouts were aligned with shareholder experience over the corresponding performance periods.

  23. Incentive Plan Payouts Aligned with Performance

    | 2025 Annual Bonus Plan | Performance under our 2025 Annual Incentive Plan included achievement of adjusted EBITDA at 115% of the target performance goal and Operating Cash Flow Conversion Rate at 113% of the target performance goal. These strong results drove a total weighted payout of 151.5% of the target payout. | | 2023 PSUs (2023-2025 Performance Cycle) | 2023 PSUs paid out at 90.1% of target for relative TSR and 0% of target for adjusted ROIC. 2023 total realized LTIP value represents approximately 27% of the original target value due to a combination of performance and stock price impact. |

  24. Incentive Plan Payouts Aligned with Performance

    Given the cyclical nature of our business and pricing volatility, particularly in lithium markets, payouts are structured to avoid excessive declines from uncontrollable market headwinds and prevent excessive gains from commodity-driven upswings. The Committee prioritizes linking pay outcomes to the Company’s financial and TSR performance, while maintaining competitive target pay to attract and retain top talent, which remains a critical priority for driving business transformation and mitigating retention risk.

  25. Fall 2025: Off-Season Shareholder Engagement

    | Key Themes Heard | How the Committee Addressed | | Pay and Performance Alignment Shareholders encouraged the Committee to continue ensuring that pay remains appropriately aligned with performance and shareholder experience | Fiscal 2025 Compensation Alignment Throughout our off-season engagement discussions, most shareholders who met with us appreciated alignment of realized pay as being reflective of shareholder experience. The Committee believes CEO compensation in fiscal 2025 was closely aligned with our performance and shareholder experience •2025 Annual Incentive Plan paid out at 151.5% of target payout, reflecting our strong adjusted EBITDA and Operating Cash Flow Conversion Rate performance •Fiscal 2023 PSUs associated with the 2023-2025 performance period paid out at 90.1% of target for rTSR PSUs and 0% for adjusted ROIC PSUs, demonstrating alignment with shareholder experience over the applicable three-year period Pay-for-Performance 2026 Compensation Program Enhancements •In response to shareholder feedback, the Committee approved a revised compensation peer group to better reflect Albemarle’s company size based on revenue and market cap. Changes include removing Dow Inc. (DOW) and Freeport-McMoRan Inc. (FCX) and adding Cabot (CBT), H.B. Fuller (FUL), Avient (AVNT) and Ashland (ASH) •The Committee rebalanced equity mix by shifting to 60% target PSUs and 40% RSUs (from 50% target PSUs, 25% RSUs and 25% stock options) to strengthen the performance-based component of the long-term incentive plan tied to pre-set goals | | 2026 Rigor of the rTSR Metric Several of our shareholders expressed a preference for a relative TSR target to be set above the median performance | Increase the rigor of the rTSR metric •For 2026 PSUs rTSR target performance level increased from the 50th percentile to the 55th percentile | | Greater transparency around performance goal disclosure Some shareholders who engaged with us indicated an interest in seeing forward-looking LTIP goals and more granular disclosure around individual performance considerations under the Annual Incentive Plan | Enhanced 2025 CD&A disclosure •Disclosed forward-looking goals for 2025 PSUs in this year's proxy disclosures, covering the 2025-2027 performance period •Included expanded disclosure focused on individual performance considerations that informed the 2025 annual incentive plan payouts Updated 2026 Annual Incentive Plan Design •Removed the individual component in the annual incentive plan for executive officers starting in 2026 to drive team alignment around company goals and improve payout transparency |

  26. Fall 2025: Off-Season Shareholder Engagement

    | Q: With CEO pay positioned above the median of the compensation peer group, why has the Board not decreased total direct compensation to better align with the peer group based on Albemarle’s lower revenue and market capitalization due to lithium price declines? Mr. Masters' contract as a CEO was established at the beginning of 2023 at the end of a period in which absolute TSR for the prior year was above 200%, while relative TSR for the same period was at the top of the peer group (100th percentile). Since the contract was established, lithium prices have moved sharply downward, negatively impacting Albemarle's revenue, stock price, and total shareholder return. Management does not have control over lithium price movement and the volatile price decline has created a very challenging environment for Albemarle. As a result, the Board believed that shareholders would best be served if Mr. Masters were encouraged to successfully complete the full term of his employment agreement. Further, the Board felt that an attempt to change the terms of the agreement would have been potentially disruptive to management continuity and would have weakened Mr. Masters’ alignment with shareholder interests. Given Mr. Masters’ ten years on the Board and six years as CEO with Albemarle, an above median target pay level is appropriate for his level of experience and tenure. Albemarle's 3-year TSR positions it at the 47th percentile of the 2023 peer group, its 2-year TSR at the 73rd percentile of the 2024 peer group, and its 1-year TSR at the 94th percentile of the 2025 peer group, demonstrating improved relative performance as it was navigating the low-price environment. Albemarle will use the compensation peer group adjusted for its lower revenue as its reference for determining total direct compensation for Mr. Masters' successor. TSR is calculated using the difference between the 20-day average stock closing prices at the beginning of the performance period and the 20-day average stock closing price for 2025. |

  27. Executive Compensation Philosophy and Principles

    | Pay-for-Performance | •Set majority of compensation as variable and at-risk •Ensure an appropriate balance between annual and long-term incentives commensurate with the executive's decision-making time horizon •Tie incentives to performance against financial, operational, strategic, and individual goals •Use quantifiable and measurable performance metrics that are clearly disclosed •Provide significant upside potential and downside risk for superior and low performance •Ensure management is incentivized to focus on what they can control, while muting the impact of changes in market lithium prices | | Pay Benchmark | •Compare our compensation practices against appropriate peer companies to enable us to attract, retain, and motivate high-performing executives •Utilize a competitive range around median against the compensation peer group as one factor for determining target compensation •Evaluate factors including performance, scope of responsibilities, and impact on the Company's performance |

  28. Executive Compensation Philosophy and Principles

    | Align Interests with our Stakeholders | •Reward long-term financial results that drive financial value creation through a balanced equity mix •Operate meaningful share ownership guidelines •Design programs that discourage unnecessary or excessive risk-taking •Cap payout opportunities under the incentive plans •Maintain a clawback policy that covers both time and performance-based awards made under our incentive plans | | Maintain Strong Governance Practices | •No tax gross-ups (unless provided pursuant to our standard relocation plan) •No single-trigger accelerated vesting upon a change-in-control •No discounting, reloading, or re-pricing of share options without shareholder approval •No guaranteed compensation or increases •No excessive perquisites •No dividends earned or paid on unvested RSUs or PSUs until such awards vest •No strict targeting of compensation to a specific percentile of our compensation peer group •No hedging, pledging, or short selling of Company stock |

  29. Key Elements of Compensation Focus on Performance

    | | | CEO | Other NEOs | Purpose | Performance Alignment | | Fixed Pay | Base Salary | 10% | 20% | Provide competitive levels of fixed pay to attract and retain executives | •Recognizes scope of responsibilities, skills required, performance, contribution, leadership, and potential, compensating for day-to-day responsibilities | | Incentive Based Pay | Short-Term Cash Incentive | 16% | 16% | Motivate and reward successful execution of our annual operating plan and near-term financial goals – at an enterprise, business unit and individual levels – in support of our ability to deliver sustainable long-term growth | •Performance measured over a 12-month period •Payouts are tied to the achievement of pre-set performance goals: Adj. EBITDA (45%), Operating Cash Flow Conversion Rate (30%), Stewardship (10%), Individual Performance (15%) •Payouts may range between 0%-200% of target | | | Performance Stock Units (PSUs) | 37% | 32% | Incentivize performance across key financial metrics and hold executives accountable for the Company’s long-term performance, fostering alignment with shareholder experience and supporting retention | •Constitutes 50% of long-term target incentive opportunity •Performance is measured over a 3-year period •Payouts are tied to the achievement of preset performance goals: relative TSR (50%) and Cost Center Expense (50%) •Maximum payout capped at 200% of target | | | Stock Options | 18.5% | 16% | Motivate business initiatives that translate into stock price appreciation to build long-term shareholder value and support retention | •Constitutes 25% of long-term target incentive opportunity •Provides value only if stock price appreciates after grant date •Maximum term of 10 years | | | Restricted Stock Units (RSUs) | 18.5% | 16% | Promote retention, aligning interests with our shareholders and rewarding for long-term shareholder value creation | •Constitutes 25% of long-term target incentive opportunity |

  30. Short- and Long-Term Incentive Plans and Goal Setting

    Short- and Long-Term Incentive Plans and Goal Setting Balanced Focus on Growth and Efficiency Our incentive plans balance short- and long-term performance goals to ensure that the interests of our executives are aligned with those of our shareholders for short- and long-term performance. The following provides a summary overview of the short- and long-term goals(1) for our NEOs. To create a strong link between our incentive compensation opportunities and our short- and longer-term objectives, we use two specific programs: our Annual Incentive Program and our Long-Term Incentive Program. Each year we review the metrics and design of both programs to ensure they are closely linked to the Company's evolving business strategy, easily understood by employees, and aligned with shareholder interests. Albemarle's incentive plans are designed to create a balance between financial and stock performance, as well as a balance between growth, efficiency, and stewardship. The following overview shows the general alignment of our short- and long-term metrics.

  31. Short- and Long-Term Incentive Plans and Goal Setting

    | | Annual Incentive Program | Weight | Aligns with | | | | | Metrics | | Growth | Efficiency | Stewardship | | Financial Performance | Adjusted EBITDA | 45% | x | x | | | | Operating Cash Flow Conversion Rate | 30% | | x | | | Stewardship | Occupational Safety | 4% | | | x | | | Process Safety | 3% | | | x | | | Environmental Safety | 3% | | | x | | | Individual Performance | 15% | x | x | x | | | Long-Term Incentive Program | Weight | Aligns with | | Vesting | | Vehicle | Metrics | | Growth | Efficiency | | | PSUs | TSR relative to 2025 Peer Group | 25% | x | x | Generally cliff vest after 3 years (10-year expiration term for options) | | | Cost Center Expense | 25% | | x | | | RSUs | | 25% | x | x | | | Stock Options | | 25% | x | | |

  32. Short- and Long-Term Incentive Plans and Goal Setting

    (1) See pages 50 and 55 of this Proxy Statement for a more detailed overview of the short- and long-term incentive plans and definitions for each of the performance goals. See page 79 of this Proxy Statement for vesting related to termination of employment.

  33. Use of an Independent Compensation Consultant

    Use of an Independent Compensation Consultant The Committee has retained an independent compensation consultant, Farient Advisors, to provide advice on best practices and market developments, as well as to provide independent guidance to the Committee. The Committee regularly meets with the independent compensation consultant without management present. The independent compensation consultant participates in Committee meetings throughout the year, reviews Committee materials in advance of each meeting, consults with the Committee Chair, provides the Committee with data on market trends and compensation design, assesses recommendations for base salary, annual incentive targets, and long-term incentive awards for our NEOs, and periodically meets with management. The independent compensation consultant may provide consulting advice to management outside the scope of executive compensation with the approval of the Committee. In 2025, Farient did not provide any such consulting advice or services to management. The Committee does not delegate authority to its independent compensation consultant. The independent compensation consultant gathers and analyzes market data at the direction of the Committee, advises the Committee on compensation standards and trends and assists in the development of policies and programs. The Committee retains sole authority to hire the independent compensation consultant, approve its compensation, determine the nature and scope of its services, evaluate its performance, and terminate and replace (or supplement) its engagement with an alternative consultant at any time. The Committee considers Farient to be independent from the Company's management pursuant to SEC standards. Please see “Independence of the Executive Compensation Consultant” in the "Committees of the Board of Directors" section beginning on page 23 of this Proxy Statement. For the assessment of the alignment between performance and compensation, the Committee considers advice from its independent compensation consultant. The independent compensation consultant evaluates the relationship between performance and compensation, and the Committee then considers this relationship in making pay decisions pertaining to the NEOs.

  34. Use of Market Data

    Use of Market Data The Committee engages the independent compensation consultant to undertake an annual review of the compensation peers that are used to provide insight into market-competitive pay levels and practices. In partnership with our independent compensation consultant, a robust process has been established to appropriately assess the relevance of different companies in the context of making compensation comparisons. The criteria used to select the peer companies that constitute the peer group is summarized in the chart below.

  35. Use of Market Data

    | Universe of Publicly Traded Companies | •Traded on major US exchanges •Standalone companies domiciled in or with pay/disclosure practices consistent with the US | | Industry | •Chemicals •Diversified Metals & Mining •Precious Metals & Minerals | | Size | •Revenue within 0.4x - 2.5x of 2025 projected revenue as an indicator of complexity and scope for executive roles •Other size indicators include asset base and production volume | | Business Model (Quantitative) | •Strong-growth trajectory (volume and/or price driven) •Strong operating margins (EBITDA margin) •Market-to-Capital premium (a sign of investor confidence) | | Business Model (Qualitative) | •Global Operations (international revenues as a % of total) •Value-added extraction/processing •Business-to-Business sales model •Direct competitor for talent (add to peer group if company meets this criterion) |

  36. Use of Market Data

    In setting 2025 base salaries, annual cash incentive compensation, and target long-term equity incentive compensation, the Committee generally considered data from our 2025 Peer Group. The Committee also referred to survey information from nationally recognized compensation surveys. For both datasets, we used regressed data to better reflect our complexity, size, and scope. Variation in actual pay relative to the market median depends on NEO performance, experience, knowledge, skills, level of responsibility, potential impact on our performance and future success, the need to retain and motivate strategic talent, and internal equity considerations.

  37. Use of Market Data

    | 2025 PEER GROUP | | | Air Products and Chemicals, Inc. (APD) | FMC Corporation (FMC) | | Celanese Corporation (CE) | Freeport-McMoRan Inc. (FCX) | | Chemours Company, The (CC) | Huntsman Corporation (HUN) | | Corteva, Inc. (CTVA) | Mosaic Company (MOS) | | Dow Inc. (DOW) | Newmont Corporation (NEM) | | DuPont de Nemours, Inc. (DD) | Olin Corporation (OLN) | | Eastman Chemical (EMN) | Westlake Chemical Corporation (WLK) |

  38. Use of Market Data

    | Q: How does the Committee ensure the peer group remains appropriate in the cyclical industry environment, particularly when assessing performance and compensation competitiveness over time? We review the peer group on an annual basis, while avoiding peer group changes based on the short-term outlook for the Company. We maintained the 2024 peer group for the 2025 compensation cycle. Revenue is one of the many factors we consider for determining our peer group. With Albemarle's revenue strongly dependent on market lithium prices, we use a regression analysis to adjust the market and peer group data to reflect the lower revenue, rather than changing the peer group on an annual basis. Due to the change in lithium pricing and its impact on our revenue, the Committee adjusted the peer group data for 2025 by adjusting down the median revenue from $12 billion to $8 billion to reflect Albemarle's relative size to peers. This adjusted benchmark was used as a reference point in setting 2025 compensation levels for executive officers. In reviewing the 2026 compensation peer group and shareholder feedback received throughout 2025, the Committee made additional changes to the peer group to further align with Albemarle's revenue of around $6 billion as it is negatively impacted by lithium prices that continue to be low compared to 2023 price levels. As a result, the Committee approved the removal of Dow Inc. (DOW) and Freeport-McMoRan Inc. (FCX) from the peer group, while adding Cabot (CBT), H.B. Fuller (FUL), Avient (AVNT) and Ashland (ASH) for a balanced peer group composition. |

  39. 2025 Annual Incentive Program (AIP)

    2025 Annual Incentive Program (AIP) Under the AIP, each of our current NEOs can earn a bonus targeted at a certain percentage of their base salary. For 2025, target bonus percentages for each NEO remained unchanged from 2024 and were 150% (Mr. Masters) and 80% (Messrs. Sheorey, Johnson, Mummert, and Norris and Ms. Anderson) for achieving target performance levels for Company and individual performance combined. The Committee concluded that the bonus target levels were reasonable and appropriate after considering a competitive analysis of market data of the compensation peer group provided by our independent compensation consultant, the recommendations of the CEO (other than with respect to his own target levels), and other factors described in this Proxy Statement. AIP performance metrics Our Annual Incentive Program ("AIP") is designed to reward strong financial and operational performance that furthers the Company's short-term strategic objectives that support our ability to deliver long-term shareholder value. For 2025, the Committee established the AIP metrics, including the weighting of each metric and payout opportunities at threshold, target, and superior performance levels for financial, stewardship and individual performance, shown below.

  40. 2025 Annual Incentive Program (AIP)

    | | Metric | Rationale | Weight | | Short-Term Metrics | Adjusted EBITDA | Incentivize management to meet and exceed target earnings while aligning with our focus on growth and efficiency. | 45% | | | Operating Cash Flow Conversion Rate | Incentivize management to meet and exceed target cash flow conversion in support of efficiency, debt reduction, and growth. | 30% | | | Stewardship | Stewardship goals incentivize management, consistent with our values to be good stewards. Stewardship goals consist of three factors: 1) occupational safety, 2) process safety, and 3) environmental responsibility. | 10% | | | Individual | Emphasize individual accountability with individual goals aligned with our strategy. | 15% |

  41. Financial Performance Metrics

    Financial Performance Metrics The Committee chose adjusted EBITDA and Operating Cash Flow Conversion Rate as 2025 AIP metrics because they were considered the key measures of financial performance in the Company’s 2025 annual operating plan. The superior performance levels for both of these metrics, disclosed below, were set by the Committee at levels that, while believed to be realistic, were achievable only as a result of exceptional performance. Threshold performance pays out at 50% of target level. For performance at the superior level, payout is capped at 200% of target level. Linear interpolation is used to determine awards for performance between the identified performance levels. The Committee primarily considers factors relevant to the current fiscal year when it sets performance metrics, their weighting, targets, and payout levels, because each fiscal year presents a unique set of challenges and business conditions for our executives to navigate. Financial results from prior years are used as a reference point, but the annual goals are set primarily to align pay with performance that would reflect strong financial results commensurate with the projected business and economic conditions for the current fiscal year.

  42. Financial Performance Metrics

    | Q: Why did the Committee introduce Operating Cash Flow Conversion Rate metric for the 2025 Annual Incentive Plan, replacing Adjusted Cash Flow from Operations? The Operating Cash Flow Conversion Rate metric measures the effectiveness of converting EBITDA to operating cash flow. This metric instills operational discipline on cash generation through sustainable changes in how the Company manages its supply chains, vendors, customers, joint venture contracts, and other key management decisions to drive value. Q: What is the difference between these two metrics? This metric more effectively rewards disciplined management of Operating Cash Flow, as it is less sensitive to lithium price fluctuations. The conversion rate provides a relative metric, thereby removing the need for a lithium price adjustment mechanism. |

  43. Stewardship Performance Metrics

    Stewardship Performance Metrics For each of the three stewardship metrics, we set a threshold, target, and superior performance level, and no payout is provided for performance that falls below threshold level. Under the stewardship metrics, occupational safety was measured as our OSHA recordable rate, which is calculated as the number of OSHA recordable injuries x 200,000 hours and divided by the actual total hours worked; process safety was measured by severity score; and environmental responsibility was measured by the number of level 2 environmental incidents. “Level 2 environmental incidents” are environmental incidents, including spills and releases, of a reportable quantity; neighbor complaints related to odor, noise or other facility issues; and regulatory agency administrative action or citation.

  44. Individual Performance Metrics

    Individual Performance Metrics Individual performance is included to emphasize each executive’s individual accountability for achieving specific goals. Performance goals typically include both leadership objectives and strategic business objectives. In response to shareholder feedback, the Committee approved removing the individual performance component for executive officers starting with the 2026 program year. This change is intended to strengthen alignment around enterprise-wide goals, reinforce a team‑based performance culture, and enhance the transparency and consistency of incentive payouts by more directly linking compensation outcomes to Company financial performance. When the Committee approved the 2025 AIP, it worked with its independent compensation consultant and determined it remained appropriate to continue with the price adjustment on adjusted EBITDA to mute two-thirds of the upward and downward impact of lithium prices. For a more detailed description see the Q&A on the next page. The Committee may take into account extraordinary or infrequently occurring events, or significant corporate transactions in deciding to adjust the results used to determine whether the AIP objectives have been met. The Committee retains the right to exercise discretion in determining the final level of the awards paid, in order to ensure that the AIP remains consistent with its stated objectives. In determining the actual results for 2025, the Committee did not exercise discretion. 2025 Performance Against Our 2025 AIP Metrics The following tables summarize the threshold, target, and superior performance target levels set by the Committee for 2025 and the actual results achieved in 2025 for the adjusted EBITDA, Operating Cash Flow Conversion Rate, and Stewardship metrics under the 2025 AIP. As noted above, the 2025 AIP also included an individual performance opportunity component with a 15% target weighting.

  45. Individual Performance Metrics

    | Enterprise | | | Performance Range | | | Performance after Lithium Price Adjustment | | | | Financial Performance | | Weight | Threshold | Target | Superior | In Millions USD | Performance Relative to Target | Weighted Payout | | | | | 70% | 100% | 130% | | | | | Adjusted EBITDA in Millions USD | | 45% | $634 | $906 | $1,178 | $1,039 | 114.7% | 67.0% | | | | | 85% | 100% | 115% | | | | | Operating Cash Flow Conversion Rate | | 30% | 51% | 60% | 69% | 68% | 113.3% | 56.7% | | Stewardship | | Weight | Threshold | Target | Superior | In Numbers | Performance Relative to Target | Weighted Payout | | Occupational Safety | OSHA Recordable Rate | 4.0% | ≤0.19 | ≤0.14 | ≤0.11 | 0.13 | 133% | 5.3% |

  46. Individual Performance Metrics

    | Enterprise | | | Performance Range | | | Performance after Lithium Price Adjustment | | | | Process Safety | Severity Score | 3.0% | ≤14 | ≤10 | ≤6 | 8 | 150% | 4.5% | | Environment | Level 2 Environmental Incidents | 3.0% | ≤7 | ≤5 | ≤3 | 5 | 100% | 3.0% | | Payout Opportunity | | | 50% | 100% | 200% | Initial Company payout* | | 136.5% | | | Business holdback due to average individual performance above 15% | | | | | | | (1.9)% | | | | | | Final business performance payout* | | | | 134.7% |

  47. Individual Performance Metrics

    *To further emphasize the link between payouts and Company financial performance, if the average individual performance payout exceeds target (15%), the Company payout is reduced by the amount of such excess.

  48. Individual Performance Metrics

    | Q: How does the Committee ensure rigor in goal setting? When the Committee approved the 2025 AIP, adjusted EBITDA, and Operating Cash Flow Conversion Rate, performance targets were based on 2024 year-end lithium pricing of $12.63/kg, with the understanding that the price was subject to significant variations throughout the year. In consultation with its independent compensation consultant, the Committee applies a price adjustment to the AIP to neutralize the impact of lithium price volatility that is outside of management’s control. Expected adjusted EBITDA is initially modeled using the lithium index price at 2024 year-end to estimate the average selling price under the Company’s contractual pricing structures. Actual performance is then assessed by recalculating expected adjusted EBITDA using the average lithium index price for 2025, applied to the same underlying contracts. Two thirds of the difference between these two EBITDA outcomes, reflecting the change in average realized pricing driven solely by market price movements, is used to adjust AIP results. This approach enabled the Committee to mute two-thirds of the upward and downward impact of lithium prices to align management’s annual incentive pay with actions that they could reasonably take within a year to maximize annual financial performance. The Committee’s approach prioritized rewarding or penalizing management based on actual performance, rather than allowing compensation to be driven by extreme volatility in lithium prices. The adjustment mechanism was guided by best practices adopted by companies in industries similarly affected by significant price volatility. Albemarle continues to set rigorous goals and does so considering the latest available market information. For purposes of setting target goals, 2024 adjusted EBITDA was $1,140 million based on an average 2024 lithium price of $15.20/kg. With the 2024 year-end lithium price at $12.63/kg we expected a negative adjusted EBITDA impact of $234 million. We further anticipated a negative $666 million impact due to equity earnings from our joint ventures. Our adjusted EBITDA goal for 2025 included offsetting the combined negative impact with a growth in volume and favorable lower cost of goods sold and reduced SG&A costs due to forecasted management actions. This resulted in a target adjusted EBITDA for 2025 below that of 2024, but representing the same rigor and challenges for management to meet those targets. We also believe that these targets show a balance between being challenging for our workforce as well as being realistic given the market volatility, thereby providing the incentive needed for Albemarle to retain, motivate, and attract talent. |

  49. Individual Performance Metrics

    The following chart provides a visual representation of the projected business and economic conditions that caused our 2025 target adjusted EBITDA to be lower than our 2024 actual adjusted EBITDA results. Actual earnings for NEOs under the 2025 AIP Upon the conclusion of the annual audit of the Company's 2025 financial results, the Committee reviewed the Company’s 2025 performance and determined that the awards for the NEOs were funded consistent with the plan's metrics set during the first quarter of 2025. For Mr. Masters, the Board assessed early in 2026 his individual performance against his 2025 individual performance goals, which included financial as well as non-financial strategic goals as shown in the table below. The individual performance goals are not assigned specific weightings; rather, the Committee exercises its judgment to make an overall qualitative assessment of performance against these goals. For 2025, the Board determined that the percentage for payout at the individual level is 20% (above the target level of 15% but below the superior level of 30%). Individual performance for the other NEOs was assessed based on the same set of goals as the CEO, with the executive team rallying around a common set of 2025 individual performance goals. The following tables show the 2025 individual performance goals, with the last column demonstrating the Committee's assessment relative to the goals:

  50. Individual Performance Metrics

    | Exceeds Goal | | Partially Met Goal |

  51. Individual Performance Metrics

    | 2025 Goals | | Result | | Optimize financial performance by lowering capital intensity and increasing cash conversion | | | | CAPEX | < $700M (Goal increased mid-year to < $625M) | <$590M | | Revenue | $5.1B | $5.1B | | Adjusted EBITDA | $906M | $1,098M | | Free Cash Flow | positive > $100M | $692M |

  52. Individual Performance Metrics

    | Operating Cash Flow Conversion Rate (excluding onetime items) | > 60% | 68% | | Generate cash from non-op sources (pre-pays, asset sales, etc.) | > $500M | ~$770M | | Improve cost competitiveness across our business | | | | Manufacturing cost reduction and productivity | > $150M (Goal increased mid-year to > $162M) | > $185M | | Sustainable overhead cost savings | > $200M | $220M | | Supply chain cost and working capital improvements | > $50M (Goal increased mid-year to > $75M) | ~$100M | | Non-Financial Strategic Goals | | | | Preserve our low-cost resource advantage | | Partially Met | | Enable organizational effectiveness in the new functional model | | Exceed Goal | | Ensure Albemarle has the right culture and talent to execute our strategy | | Exceed Goal | | Deliver organic earnings growth in priority segments and channels | | Partially Met |

  53. Individual Performance Metrics

    When applied to and combined with the Company score, this yielded actual bonus payouts for each NEO shown in the table below.

  54. Individual Performance Metrics

    | 2025 AIP Payouts | | | | | | | | | | | Name | Eligible EarningsX | Target Bonus % | = | Target Bonus AmountX | Payout Based on (Company Performance + Individual Performance) | | | = | Actual Bonus Amount | | J. Kent Masters, Jr. | $1,400,000x | 150% | = | $2,100,000x | 134.7% | + | 20.0% | = | $3,247,618 | | Neal R. Sheorey | $623,260x | 80% | = | $498,608x | 134.7% | + | 20.0% | = | $771,090 | | Melissa H. Anderson | $572,766x | 80% | = | $458,213x | 134.7% | + | 20.0% | = | $708,619 | | Mark R. Mummert | $513,973x | 80% | = | $411,178x | 134.7% | + | 20.0% | = | $635,881 | | Eric W. Norris | $654,772x | 80% | = | $523,818x | 134.7% | + | 20.0% | = | $810,076 |

  55. Individual Performance Metrics

    Note: Mr. Johnson had a bonus target of 80% of eligible earnings for 2025. However, due to his separation from the Company prior to the end of fiscal year 2025, Mr. Johnson was not eligible to receive a payout under the 2025 AIP. Actual bonus amounts may not match calculation formula due to rounding shown within the table.

  56. Long-Term Incentive Plan

    Long-Term Incentive Plan Our Long-Term Incentive Program ties the majority of our executives’ target total compensation to the achievement of our multi-year financial results and other goals related to long-term value creation. 2025 LTIP Grants In February 2025, following its annual review of the Company's executive compensation program, the Committee approved the total target grant value of long-term incentive awards for our NEOs under the LTIP. In making these determinations, the Committee engaged in a thoughtful and rigorous evaluation process that considered a variety of factors, including competitive market positioning, individual performance and potential, internal pay equity, retention considerations, and the overall alignment of executive compensation opportunities with the interests of shareholders. The Committee believes the resulting awards appropriately reflect the role each NEO plays in advancing the Company’s strategic and financial objectives, while reinforcing a pay-for-performance philosophy that emphasizes sustainable, long-term value creation. The Committee further determined that the approved award levels represent a prudent balance between market competitiveness and the need to attract, retain, and motivate the highly qualified leadership team required to maintain our strong performance and deliver continued growth in an increasingly dynamic and competitive business environment. The target values approved for each NEO are set forth below. Albemarle's 2025 LTIP for its NEOs was comprised of 50% target PSUs, 25% time-based RSUs and 25% stock options.

  57. Long-Term Incentive Plan

    | | 2025 Grants | | | | | | Grant Value of 2025 Annual Stock Option Awards | Grant Value of 2025 Annual RSU Awards | Target Grant Value of 2025 Annual Performance Share Awards | Aggregate Target Grant Value of all 2025 Annual Awards | | J. Kent Masters, Jr. | $2,500,000 | $2,500,000 | $5,000,000 | $10,000,000 | | Neal R. Sheorey | $625,000 | $625,000 | $1,250,000 | $2,500,000 | | Melissa H. Anderson | $437,500 | $437,500 | $875,000 | $1,750,000 | | Mark R. Mummert | $200,000 | $600,000 | $400,000 | $1,200,000 | | Eric W. Norris | $625,000 | $625,000 | $1,250,000 | $2,500,000 | | Netha N. Johnson, Jr. | $625,000 | $625,000 | $1,250,000 | $2,500,000 |

  58. Long-Term Incentive Plan

    The number of PSUs and RSUs granted were based on the stock closing price at the grant date. The number of stock options was determined using the Black-Scholes value of the options at the grant date. The number of PSUs assumes target achievement of each performance metric. Additional detail about the 2025 grants can be referenced in the Summary Compensation Table and the tables that follow. As part of the Company’s restructuring and to incentivize him appropriately for additional responsibilities and retention, Mr. Mummert received a separate grant of 5,066 RSUs, with a grant date value of $400,000, thereby resulting in a different LTIP mix compared to other NEOs.

  59. Long-Term Incentive Plan

    | Q: How does the Committee evaluate the appropriateness of issuing additional shares for equity awards during periods of lower stock price performance? The Committee applies a consistent, market-aligned methodology that emphasizes long-term value creation, talent retention and responsible share usage. Equity awards are calculated based on fair value rather than share count alone, ensuring that grant levels remain competitive and motivational across both rising and declining market cycles. During periods of lower stock prices, more shares may be required to deliver the same fair value. The Committee evaluates this decision carefully, balancing the need to attract and retain top talent with the potential impact on shareholder dilution. We believe this represents best practice in maintaining alignment with shareholder interests while ensuring the Company can continue to invest in its leadership and workforce. By adhering to a fair value-based methodology, the Committee avoids overreacting to short-term market fluctuations and supports a stable, strategic compensation framework. In response to shareholder preference for a greater emphasis on PSUs tied to financial performance, the Committee approved an equity mix shift to 60% target PSUs and 40% RSUs, eliminating stock options. This rebalancing strengthens pay-for-performance alignment, minimizes dilution, and avoids excessive upside leverage while reinforcing long-term shareholder interests. |

  60. Long-Term Incentive Plan

    PSU Grants The target performance-based PSU grants are based 50% on the Company's TSR relative to the 2025 Compensation Peer Group as measured over a three-year period (2025 - 2027) and 50% based on a new Cost Center Expense performance (as calculated for each calendar year during the three-year performance period and averaged over such period) compared to Cost Center Expense performance target set by the Committee in the first quarter of 2025.

  61. Long-Term Incentive Plan

    | | Metric | Rationale | Weight | | Long-Term Metrics | Relative Total Shareholder Return (“rTSR”) | Linking pay to long-term shareholder value and aligns the interests of our NEOs with those of our shareholders | 50% | | | Cost Center Expense | Utilizing a cost target in LTIP focuses behaviors on multi-year cost discipline and efficiency | 50% |

  62. Long-Term Incentive Plan

    Our PSU grants have a three-year performance period, with total shareholder return performance measured against our Peer Group and Cost Center Expense measured against pre-established performance targets, each with equal weighting. Performance and payout opportunities reflect the dual character of both rTSR and Cost Center Expense PSU grants: •The grants are performance-based to ensure payout opportunities are aligned with shareholder interests. •The grants are also competitive in nature and as such reflect performance and payout opportunities aligned with the compensation peer group and the broader market in which we compete for talent.

  63. Long-Term Incentive Plan

    | Q: Why was the adjusted ROIC metric changed to Cost Center Expense for Performance Share Units (PSUs)? The shift reflects investor feedback and operational priorities. While ROIC remains critical, introducing Cost Center Expense as a PSU measure enables: •A sharper focus on reducing long-term structural costs and driving productivity •Increased competitiveness in a low-price environment •Better positioning to capitalize on market opportunities when conditions improve The Cost Center Expense metric reflects our focus on longer-term structural cost reductions and incentivizes greater competitiveness throughout the full lithium life cycle, at a time when the Company's capital projects are also reduced. With the numerator for ROIC being NOPAT (net operating profit after tax), the cost reduction will increase our ROIC and profitability, which in turn impacts total shareholder return. Importantly, this is a metric that the leadership team has a more direct influence over and improvements here contribute meaningfully to ROIC over time, which reinforces our broader efficiency and performance goals. |

  64. Long-Term Incentive Plan

    rTSR PSU Grants The following table presents threshold, target and superior relative performance levels for the rTSR PSUs and the performance of the target grant earned for each performance level. Results between threshold and target, and target and superior performance will be interpolated. Payout will be capped at 100% if absolute TSR is negative.

  65. Long-Term Incentive Plan

    | | 2025 rTSR PSU Grants | | | | | Threshold | Target | Superior | | Percentile performance relative to the 2025 Peer Group | 30th | 50th | 75th | | % of PSUs Earned | 30% | 100% | 200% |

  66. Long-Term Incentive Plan

    In response to shareholder feedback received in our 2025 outreach, the Committee reviewed the rigor of the relative TSR metric and approved an increase in the target performance level from the 50th to the 55th percentile, starting with the 2026 rTSR PSU awards. Cost Center Expense PSU Grants The 2025 Cost Center PSU grant is measured against Cost Center Expense performance levels set by the Committee. The 2025 target is set such that major cost savings are achieved in 2025, with 2026 and 2027 targets initially set to escalate at approximately 5% per year to account for general inflationary factors. Each year is equally weighted and individually assessed (a shortfall in one year cannot be compensated by higher performance in another year). This approach was selected by the Committee to have management focus on building new capabilities in 2025, while achieving additional saving to be maintained throughout the period. Given dynamic market conditions and actual expense performance the Committee has the discretion to adjust the future annual cost targets. The Cost Center Expense PSU grants have a 3-year performance period. The following table illustrates the percentage of the target Cost Center Expense grant earned for each performance level. Results between threshold and target, and target and superior performance will be interpolated.

  67. Long-Term Incentive Plan

    | | Cost Center Expense1 | | | | | Threshold | Target | Superior | | 2025 Cost Center Expense | $715M | $680M | $645M | | 2026 Cost Center Expense | $593M | $565M | $537M | | 2027 Cost Center Expense | $623M | $593M | $563M | | % of PSUs Earned | 50% | 100% | 200% |

  68. Long-Term Incentive Plan

    1 2025 Cost Center Expense is Selling, general and administrative expenses (SG&A), Research and Development expenses (R&D), and Other Costs of Goods Sold (a component of COGS). These expenses exclude the following: Chile community contribution, capital execution cost centers, Chengdu Care & Maintenance, and Annual Incentive Plan costs. The threshold, target, and superior performance levels for fiscal 2026 Cost Center Expense were initially established at $750 million, $715 million, and $680 million, respectively, in early 2025. In early 2026, in connection with the Company’s pending divestiture of its controlling interest in Ketjen Corporation’s refining catalyst solutions business, and to support the Company’s ongoing focus on reducing long-term structural costs and strengthening competitiveness in a sustained lower-price environment, the Committee approved revised fiscal 2026 Cost Center Expense goals. The updated goals, as shown in the table above, reflect more stringent expense targets, requiring lower Cost Center Expenses than those originally established in early 2025 to achieve threshold, target, and superior performance levels. The fiscal 2027 Cost Center Expense goals also reflect more demanding expense targets, representing a 5% escalation over Fiscal 2026 goals and taking into account expected inflationary pressures that are likely to elevate baseline cost levels and make expense control more difficult. The RSUs generally will vest on the third anniversary of the grant date in 2028 subject to each individual's continued employment. The PSUs generally will vest following the three-year performance period subject to each individual's continued employment. The stock options generally vest and become exercisable on the third anniversary of the grant date in 2028 and expire ten years from the date of the grant. Mr. Mummert’s separate grant of 5,066 RSUs, granted as part of the Company’s restructuring and to incentivize him appropriately for additional responsibilities and retention, will vest on the second anniversary of grant. As indicated in the compensation tables and the related discussion below, the awards granted to Mr. Masters and Ms. Anderson feature distinct vesting schedules designed to support retention and motivation, reflecting the Company’s focus on leadership continuity during a period of significant business transformation. These tailored vesting arrangements were also intended to encourage Mr. Masters and Ms. Anderson to continue in their leadership roles at a time when they had otherwise planned to retire, thereby ensuring the benefit of their experience and stability throughout this critical phase of the Company’s evolution. PSU results for the 2023-2025 performance period 2023-2025 Relative Total Shareholder Return Awards. For the 2023 PSU grants, 50% of the performance was based on the achievement of TSR performance relative to the 2023 Peer Group over a three-year performance period. The original 2023 Peer Group included 15 companies. Our rTSR for the period placed us at the 47th percentile relative to the 2023 Peer Group. The following table illustrates threshold, target and superior performance levels and the percentage of the target grant earned for each performance level. Threshold performance is set at the 30th percentile with a payout of 30% of target. This shows a more rigorous pay-for-performance alignment than the peer group, with a threshold performance typically set at the 25th percentile and a 50% payout of target. Results between threshold and target, and target and superior performance, are interpolated. The table also includes the relative performance results and the percentage of grants earned as certified by the Committee in the first quarter of 2026.

  69. Long-Term Incentive Plan

    | | 2023 rTSR PSU Grant Metrics | | | | | | Threshold | Target | Superior | Actual Result | | Percentile performance relative to the 2023 Peer Group | 30th | 50th | 75th | 47th | | % of PSUs Earned | 30% | 100% | 200% | 90.1% |

  70. Long-Term Incentive Plan

    The following table shows the rTSR PSU grants approved in February 2023 by the Committee for the NEOs and the rTSR PSU grants earned, as approved by the Committee in February 2026 after it determined the 2023-2025 performance results.

  71. Long-Term Incentive Plan

    | | 2023 rTSR PSU Grants | | | | | | Number of Units | Number of Units | Number of Units | 2023 Earned | | | at Threshold | at Target | at Superior | PSUs | | | 30% | 100% | 200% | | | J. Kent Masters, Jr. | 3,006 | 10,020 | 20,040 | 9,032 | | Neal R. Sheorey | — | — | — | — | | Melissa H. Anderson | 376 | 1,253 | 2,506 | 1,129 | | Mark R. Mummert | 122 | 406 | 812 | 366 | | Eric W. Norris | 602 | 2,004 | 4,008 | 1,806 | | Netha N. Johnson, Jr. | 602 | 2,004 | 4,008 | See Note |

  72. Long-Term Incentive Plan

    Note: Mr. Sheorey joined the Company after these grants were made. Pursuant to the terms of the award agreement, Mr. Johnson received 1,726 of his 2023 rTSR PSUs, which were prorated at time of separation. 2023-2025 Adjusted Return on Invested Capital ("ROIC") Awards. For the 2023 PSU grants, the remaining 50% of the performance was based on the achievement of adjusted ROIC relative to the target set at the beginning of the three-year performance period.

  73. Long-Term Incentive Plan

    | Annual adjusted ROIC | = | Earnings Before Taxes + Depreciation/Amortization - CAPEX Maintenance | | | | Average Gross Investment (Gross PP&E + Working Capital - Major Construction in Progress not generating revenue) | | CAPEX | = | Capital Expenditures | | PP&E | = | Property Plant and Equipment | | For assets that are generating revenue for less than 6 months of the calendar year, we subtract CAPEX from the denominator, while subtracting the associated EBITDA for those assets from the numerator. | | |

  74. Long-Term Incentive Plan

    Adjusted ROIC performance was calculated for each calendar year during the three-year performance period and averaged over the three-year performance period. The target level of 24.00% was set considering the significant investments planned for the period and with the expectation that for some investments the returns would fall outside the performance period. The following table illustrates threshold, target and superior adjusted ROIC performance levels and the percentage of the target grant earned for each performance level. Results between threshold and target, and target and superior performance, are interpolated. The table also includes the adjusted ROIC performance result and the percentage of grants earned as determined by the Committee.

  75. Long-Term Incentive Plan

    | | 2023 Adjusted ROIC PSU Grant Metrics | | | | | | Threshold | Target | Superior | Actual Result | | Adjusted ROIC | 16.00% | 24.00% | 32.00% | 10.33% | | % of Grants Earned | 30% | 100% | 200% | 0% |

  76. Long-Term Incentive Plan

    Given that actual adjusted ROIC results over the performance period fell below the threshold performance level, no PSUs were earned and no shares were paid out to the NEOs under these awards.

  77. Post-Termination Payments

    Post-Termination Payments We offer certain post-employment payments and benefits to our executive officers, including our NEOs. We provide post-employment benefits for certain terminations prior to a change in control as well as following a change in control. Our termination benefits are market competitive, in part to promote ongoing retention during potential change in control transactions that could create employment uncertainty. The Company has established an executive severance plan for its NEOs other than the CEO, for whom severance benefits are included in his contract. None of the benefits provided include an excise tax gross-up. The Committee periodically reviews our post-employment compensation arrangements taking into consideration best practices and believes that these arrangements are generally consistent with arrangements currently being offered by our peer group. The Committee has determined that both the terms and payout levels are appropriate to accomplish our stated objectives. The Committee also considered the non-competition agreement that we would receive from the NEO in exchange for any post-employment termination benefits. Based on these considerations, the Committee believes that such arrangements are appropriate and reasonable. For additional information with respect to post-employment payments and benefits to our NEOs, please see “Potential Payments upon Termination” beginning on page 79 of this Proxy Statement.

  78. 2025 Clawback Analysis

    2025 Clawback Analysis As previously disclosed in our Quarterly Report on Form 10-Q for the quarter ended June 30, 2025 (the “Q2 2025 Form 10-Q”), we identified an error in classification within our condensed consolidated statements of cash flows related to the proceeds from settlement and unrealized gains or losses from foreign currency forward contracts. The identified misclassification impacted our previously filed annual financial statements for the fiscal years ended December 31, 2024, 2023 and 2022, and quarterly financial statements for each of the fiscal quarters of fiscal year 2024 and the first fiscal quarter of fiscal year 2025. Accordingly, the Company presented revisions to the previously issued financial statements in the Q2 2025 Form 10-Q, which also included corrections for other previously identified immaterial errors (the “Revisions”). In connection with the Revisions, the Committee conducted a recovery analysis under our Incentive-Based Compensation Recovery Policy (the “Recovery Policy”) of incentive-based compensation received by our current and former executive officers for fiscal years 2023 and 2024 (the “Subject Period”) to ascertain whether any recovery of excess incentive-based compensation was required. Based on this analysis, the Executive Compensation & Talent Development Committee determined that no recovery was required. For each fiscal year, the executive officers were eligible to receive incentive-based compensation under rTSR PSUs and adjusted ROIC PSUs with performance periods ending in that fiscal year, as well as an annual incentive plan (“AIP”) award for that fiscal year. Recovery was not required for the rTSR PSUs because the original results did not meet the threshold levels of performance and, accordingly, no incentive-based compensation was paid. Recovery was not required for the adjusted ROIC PSUs because the Revisions did not change the amounts of incentive-based compensation that would have been paid to the executive officers. For each fiscal year’s AIP, the executive officers were paid incentive-based compensation based on adjusted EBITDA and adjusted Operating Cash Flow (“OCF”). The Revisions did not impact the incentive-based compensation tied to the adjusted EBITDA metric and, depending on the executive officer, either would not have changed or would have increased the incentive-based compensation tied to the adjusted OCF metric.

  79. Equity Grant Practices

    Equity Grant Practices The Committee maintains a well-established process for granting equity awards and has a long-standing practice of granting awards generally at a time when directors and executive officers are not in possession of material, non-public information and only during an open "trading window" period under the Company's insider trading policy. Additional features of this practice include: •The grant date of equity awards is generally the date on which the Board or the Committee approves the award by meeting or unanimous written consent or a later date designated in such approval. The Committee generally grants equity awards to NEOs during its regularly scheduled meeting early in the fiscal year; however, the timing of this approval may be changed in the event of extraordinary circumstances, including in connection with mid-year promotions and new-hires. •No equity awards will be granted to executive officers within the period starting four business days before the filing of a periodic report on Form 10-Q or Form 10-K, or the filing or furnishing of a current report on Form 8-K that discloses material non-public information (including earnings information) and ending one business day after such filing. In 2025, the Company did not award grants to our NEOs within four business days before or one business day after the release of material non-public information. •LTIP awards generally have a three-year performance period and the shares that are earned are not subject to any further vesting conditions. •RSU awards generally vest in full on the third anniversary of the grant date, assuming no qualifying termination occurs during such period. •Stock option awards generally vest in full on the third anniversary of grant and expire ten years from the date of grant. Stock options will be awarded at an exercise price equal to the closing price of Albemarle’s common stock on the date of grant. Under the terms of our 2008 Incentive Plan, 2017 Incentive Plan, and proposed 2026 Incentive Plan, stock option re-pricing is not permitted without shareholder approval. •Beginning in 2026, we discontinued granting stock options and now deliver equity awards solely in the form of full-value shares. •We do not time the disclosure of material nonpublic information for the purpose of affecting the value of executive compensation.

  80. Taxation of “Parachute” Payments and Deferred Compensation

    Taxation of “Parachute” Payments and Deferred Compensation We do not provide our NEOs with a “gross-up” or other reimbursement payment for any tax liability that they might owe because of the application of Sections 280G, 4999, or 409A of the IRC. Sections 280G and 4999 of the IRC provide that executive officers, directors who hold significant equity interests in our Company and certain other service providers may be subject to an excise tax if they receive payments or benefits in connection with a change in control of the Company that exceeds certain prescribed limits and that the Company, or a successor, may forfeit a deduction on the amounts subject to this additional tax. Section 409A of the IRC also imposes additional significant taxes on an executive officer, director, or other service provider to the Company in the event that they receive “deferred compensation” that does not meet certain requirements of Section 409A of the IRC.

  81. Summary Compensation Table

    Summary Compensation Table The following table presents information for the fiscal years ended December 31, 2025, 2024 and 2023 relating to total compensation of our NEOs.

  82. Summary Compensation Table

    | Summary Compensation Table | | | | | | | | | | | Name and Principal Position | Year(1) | Salary ($)(2) | Bonus ($) | Stock Awards ($)(3)(4) | Option Awards ($)(3)(5) | Non-Equity Incentive Plan Compensation ($)(6) | Change in Pension Value and Nonqualified Deferred Compensation Earnings ($) | All Other Compensation ($)(7) | Total ($) | | J. Kent Masters, Jr. | 2025 | $1,400,000 | $— | $7,949,640 | $2,500,017 | $3,247,618 | $— | $416,379 | $15,513,654 | | Chairman and Chief Executive Officer | 2024 | $1,400,000 | $— | $7,880,872 | $2,500,015 | $2,201,850 | $— | $385,761 | $14,368,498 | | | 2023 | $1,334,038 | $— | $8,232,532 | $2,500,044 | $1,921,915 | $— | $483,585 | $14,472,114 | | Neal R. Sheorey | 2025 | $621,923 | $— | $1,963,949 | $625,030 | $771,090 | $— | $143,947 | $4,125,939 | | Executive Vice President and Chief Financial Officer | 2024 | $600,000 | $— | $1,576,174 | $500,003 | $503,280 | $— | $283,879 | $3,463,336 | | | 2023 | $23,077 | $300,000 | $673,959 | $— | $73,644 | $— | $18,937 | $1,089,617 | | Melissa H. Anderson | 2025 | $571,529 | $— | $1,382,978 | $437,507 | $708,619 | $— | $127,771 | $3,228,404 | | Executive Vice President, Chief Business Transformation Officer | 2024 | $551,250 | $— | $985,432 | $312,508 | $462,389 | $— | $128,941 | $2,440,430 | | Mark R. Mummert | 2025 | $510,577 | $— | $1,012,871.49 | $200,028 | $635,881 | $— | $118,097 | $2,477,454 | | Executive Vice President, Chief Operations Officer | | | | | | | | | | | Eric W. Norris | 2025 | $653,933 | $— | $1,963,949 | $625,030 | $810,076 | $— | $159,218 | $4,212,206 | | Executive Vice President, Chief Commercial Officer | 2024 | $640,181 | $— | $1,576,174 | $500,003 | $573,730 | $— | $144,051 | $3,434,139 | | | 2023 | $631,973 | $— | $1,646,506 | $500,009 | $484,376 | $— | $183,781 | $3,446,645 | | Netha N. Johnson, Jr. | 2025 | $459,330 | $— | $1,963,949 | $625,030 | $— | $— | $2,264,470 | $5,312,779 | | Former Executive Vice President, Chief Operations Officer | 2024 | $636,571 | $— | $1,576,174 | $500,003 | $487,274 | $— | $115,065 | $3,315,087 | | | 2023 | $622,420 | $— | $1,646,506 | $500,009 | $292,898 | $— | $171,936 | $3,233,769 |

  83. Summary Compensation Table

    ___________________________________________________ (1)Mr. Sheorey joined the Company in 2023. Ms. Anderson was not an NEO in 2023. Mr. Mummert was not an NEO in 2024 and 2023. Mr. Johnson departed the Company in 2025. (2)Salary amounts include cash compensation earned by each NEO during the applicable fiscal year, as well as any amounts earned in the applicable fiscal year but contributed into the Savings Plan and/or deferred at the election of the NEO into the EDCP. For a discussion of the EDCP and amounts deferred by the NEOs in 2025, including earnings on amounts deferred, please see “Nonqualified Deferred Compensation” on page 78 of this Proxy Statement. (3)The amounts represent the aggregate grant date fair value of stock or option awards granted in the fiscal year in accordance with the Financial Accounting Standards Board’s Accounting Standards Codification Topic 718 (“FASB ASC Topic 718”), excluding the effect of estimated forfeitures. This amount does not reflect our accounting expense for these award(s) during the year and may be different than the actual value that will be recognized by the NEO when received. For more information on the assumptions for these awards, see Note 19, Stock-based Compensation Expense, to the Consolidated Financial Statements included in our Annual Report on Form 10-K for the year ended December 31, 2025. Information on individual equity awards granted to each of the NEOs in 2025 is set forth in the section entitled “Grants of Plan-Based Awards” beginning on page 72 of this Proxy Statement. (4)The amounts reported in this column reflect the aggregate grant date fair value of the awards granted to our NEOs in 2025 as computed in accordance with FASB ASC Topic 718 and include (i) the 2025 rTSR PSU awards (calculated based on a grant date fair value per share of $99.31 determined using the Monte Carlo valuation method), (ii) the 2025 Cost Center Expense PSU awards (based on a grant date fair value price per share of $74.41 based on the probable outcome of the performance goals) and (iii) the 2025 RSUs (calculated based on a grant date fair value price per share of $74.41). The maximum payable for superior level performance on our 2025 PSU awards is 200% of Target level. The aggregate grant date fair value of the 2025 rTSR PSU awards at the superior level of 200% for each of the NEOs is: Mr. Masters $6,287,912; Messrs Sheorey, Johnson and Norris $1,572,077 each; Ms. Anderson $1,100,553; and Mr. Mummert $503,104. The aggregate grant date fair value of the 2025 Cost Center Expense PSU awards at the superior level of 200% of target for each of the NEOs is: Mr. Masters $4,711,344; Messrs. Sheorey, Johnson and Norris $1,177,910 each; Ms. Anderson $824,612; and Mr. Mummert $376,961. Amounts also include 2025 RSUs with an aggregate grant date fair value for Mr. Masters of $2,450,013; Messrs. Sheorey, Johnson and Norris $588,955 each; Ms. Anderson $420,396 and Mr. Mummert $572,838. (5)The amount reported for 2025 stock options awards is calculated based on a grant date fair value per share of $33.80 using the Black-Scholes valuation method. (6)The amounts reported reflect the annual incentive payout earned under 2025 AIP that was paid in March 2026. For further information on AIP, please see “2025 Annual Incentive Program (AIP)” beginning on page 50 of this Proxy Statement. (7)All other compensation amounts reported for 2025 include:

  84. Summary Compensation Table

    | All Other Compensation | | | | | | | | Name | Company Contributions to Savings Plan | Company Contributions to DCPB | Company Contributions to EDCP | Perquisites (a) | Other Income(b) | Total | | J. Kent Masters, Jr. | $17,000 | $17,500 | $361,704 | $20,175 | | $416,379 | | Neal R. Sheorey | $17,000 | $17,500 | $89,272 | $20,175 | | $143,947 | | Melissa H. Anderson | $17,000 | $17,500 | $79,231 | $14,040 | | $127,771 | | Mark R. Mummert | $17,000 | $17,500 | $63,422 | $20,175 | | $118,097 | | Eric W. Norris | $17,000 | $17,500 | $100,543 | $24,175 | | $159,218 | | Netha N. Johnson, Jr. | $17,000 | $17,500 | $61,181 | $375 | $2,168,414 | $2,264,470 |

  85. Summary Compensation Table

    ___________________________________________________ (a) Includes the following: personal financial consulting expenses in the amount of $14,000 paid by the Company on behalf of Messrs. Masters, Sheorey, Mummert, and Norris; personal financial consulting expenses in the amount of $3,865 for Ms. Anderson; annual credit card fees of $375 paid by the Company on behalf of each NEO; matching donations for qualified charitable contributions in the amount of $4,000 for Ms. Anderson and Mr. Norris ; and executive health services in the amount of $5,800 on behalf of each NEO. (b) Mr. Johnson received the following payments as a result of his termination as described in further detail below under "Potential Post-Employment Payments": cash: severance of $1,771,200; accelerated equity awards valued at $367,520, and COBRA subsidy of $29,694. Acceleration was prorated based on service through the termination date and valued based on the closing stock price as of the acceleration date. Prorated RSUs were vested and paid at termination, and prorated PSUs remain subject to performance goals and are paid out at the end of the performance period.

  86. NEO Employment Agreements

    | Impact of Termination Unrelated to a Change in Control on Outstanding Equity Awards | | | Scenario | Impact | | 2023-2025 Awards: Successor CEO start date prior to December 31 or an earlier qualifying event (termination without Cause, Good Reason, death or disability) | Vesting in full on December 31, 2025, or earlier successor start date or qualifying event, with PSUs vesting in full after the applicable performance period based on actual performance (at target if terminated due to disability) | | 2026 Awards: Successor CEO start date prior to March 30, 2027, or an earlier qualifying event (termination without Cause, Good Reason, death or disability) | Vesting in full on March 30, 2027, or earlier successor start date or qualifying event, with PSUs vesting in full after the applicable performance period based on actual performance (at target if terminated due to disability) |

  87. NEO Employment Agreements

    | Impact of Termination Due to a Change in Control on Outstanding Equity Awards | | | Scenario | Impact | | 2023-2025 Awards: Qualifying event (termination without Cause or Good Reason) | If outstanding awards are not replaced with an equivalent award: vesting in full with performance goals deemed achieved at target. Vesting in full at a qualifying event, with performance goals deemed achieved at target. | | 2026 Awards: Qualifying event (termination without Cause or Good Reason) | |

  88. Grants of Plan-Based Awards

    Grants of Plan-Based Awards In 2025, the Company utilized the Albemarle Corporation 2017 Incentive Plan (the “2017 Incentive Plan”) as the primary vehicle for the performance-based compensation components of total compensation for our NEOs. The 2017 Incentive Plan: •Defines the incentive arrangements for eligible participants; •Authorizes the granting of annual and long-term cash incentive awards, stock options, stock appreciation rights, PSUs, RSU and other incentive awards, all of which may be made subject to the attainment of performance goals approved by the Committee; •Provides for the enumeration of the business criteria on which performance goals are to be based; and •Establishes the maximum share grants or awards that can be paid to a participant under the 2017 Incentive Plan. Except for significant promotions and new executive hires, annual equity grants are determined at the first scheduled meeting of the Committee each year following the availability of the financial results for the prior year. The 2025 LTIP Awards were made to our NEOs on February 27, 2025, under the 2017 Incentive Plan. These awards consisted of PSUs, RSUs and stock options. Subject to certain acceleration provisions as described below and in the “Potential Payments Upon Termination” section beginning on page 79: •PSUs generally vest in full at the time the Committee determines the performance relative to the goals after the end of the three-year performance period. •RSUs generally vest in full on the third anniversary of the grant date. •Stock options generally vest in full on the third anniversary of the grant date and expire on the tenth anniversary of the grant date. For additional information with respect to these awards, please see “2025 Compensation Decisions and Outcomes” beginning on page 50 of this Proxy Statement. The following table provides information regarding equity and non-equity awards granted to our NEOs during the fiscal year ended December 31, 2025.

  89. Grants of Plan-Based Awards

    | 2025 Grants of Plan-Based Awards(1) | | | | | | | | | | | | | | Name | Award Type | Grant Date | Estimated Future Payouts Under Non-Equity Incentive Plan Awards(2) | | | Estimated Future Payouts Under Equity Incentive Plan Awards(3) | | | All Other Stock Awards: Number of Shares of Stock or Units(4) (#) | All Other Option Awards: Number of Securities Underlying Options(5) (#) | Exercise or Base Price per Option Award ($/Sh) | Grant Date Fair Value of Stock and Option Awards($)(6) | | | | | Threshold | Target | Maximum | Threshold # of Shares | Target # of Shares | Maximum # of Shares | | | | | | J. Kent Masters, Jr. | AIP | | $892,500 | $2,100,000 | $4,200,000 | | | | | | | | | | Options | 2/27/2025 | | | | | | | | 73,965 | $78.97 | $2,500,017 | | | RSUs | 2/27/2025 | | | | | | | 31,658 | | | $2,450,013 | | | PSUs rTSR | 2/27/2025 | | | | 9,497 | 31,658 | 63,316 | | | | $3,143,956 | | | PSUs CO | 2/27/2025 | | | | 15,829 | 31,658 | 63,316 | | | | $2,355,672 | | Neal R. Sheorey | AIP | | $214,200 | $504,000 | $1,008,000 | | | | | | | | | | Options | 2/27/2025 | | | | | | | | 18,492 | $78.97 | $625,030 | | | RSUs | 2/27/2025 | | | | | | | 7,915 | | | $588,955 | | | PSUs rTSR | 2/27/2025 | | | | 2,375 | 7,915 | 15,830 | | | | $786,039 | | | PSUs CO | 2/27/2025 | | | | 3,958 | 7,915 | 15,830 | | | | $588,955 | | Melissa H. Anderson | AIP | | $196,860 | $463,200 | $926,400 | | | | | | | | | | Options | 2/27/2025 | | | | | | | | 12,944 | $78.97 | $437,507 | | | RSUs | 2/27/2025 | | | | | | | 5,541 | | | $420,396 | | | PSUs rTSR | 2/27/2025 | | | | 1,662 | 5,541 | 11,082 | | | | $550,277 | | | PSUs CO | 2/27/2025 | | | | 2,771 | 5,541 | 11,082 | | | | $412,306 | | Mark R. Mummert | AIP | | $187,000 | $440,000 | $880,000 | | | | | | | | | | Options | 2/27/2025 | | | | | | | | 5,918 | $78.97 | $200,028 | | | RSUs | 2/27/2025 | | | | | | | 7,599 | | | $572,838 | | | PSUs rTSR | 2/27/2025 | | | | 760 | 2,533 | 5,066 | | | | $251,552 | | | PSUsCO | 2/27/2025 | | | | 1,267 | 2,533 | 5,066 | | | | $188,481 | | Eric W. Norris | AIP | | $224,060 | $527,200 | $1,054,400 | | | | | | | | | | Options | 2/27/2025 | | | | | | | | 18,492 | $78.97 | $625,030 | | | RSUs | 2/27/2025 | | | | | | | 7,915 | | | $588,955 | | | PSUs rTSR | 2/27/2025 | | | | 2,375 | 7,915 | 15,830 | | | | $786,039 | | | PSUs CO | 2/27/2025 | | | | 3,958 | 7,915 | 15,830 | | | | $588,955 | | Netha N. Johnson, Jr. | AIP | | $196,800 | $524,800 | $1,049,600 | | | | | | | | | | Options | 2/27/2025 | | | | | | | | 18,492 | $78.97 | $625,030 | | | RSUs | 2/27/2025 | | | | | | | 7,915 | | | $588,955 | | | PSUs rTSR | 2/27/2025 | | | | 2,375 | 7,915 | 15,830 | | | | $786,039 | | | PSUs CO | 2/27/2025 | | | | 3,958 | 7,915 | 15,830 | | | | $588,955 |

  90. Grants of Plan-Based Awards

    ______________________________________________ (1)The 2025 equity incentive awards were granted on the same day as the approval of the awards by the Committee. For additional information with respect to the plan-based awards described in this table, including metrics and vesting schedule, please see “Compensation Discussion and Analysis” and the table below titled “Outstanding Equity Awards at Fiscal Year-End”. All equity and cash awards were granted under the 2017 Incentive Plan. (2)The amounts reported in these columns represent potential amounts under the 2025 AIP. Actual amounts paid to our NEOs are set forth in the “Summary Compensation Table” above. For further information on AIP, please see "2025 Annual Incentive Program (AIP)" beginning on page 50 of this Proxy Statement. (3)Our PSUs have a three-year performance period with payouts determined at the end of the performance period based on our rTSR and Cost Center Expense (referred to as "CO" in the table) performance relative to pre-established targets as discussed in greater detail on page 55 of this Proxy Statement. Mr. Masters’ PSUs required his employment through December 31, 2025, but will remain outstanding and vest in full at the end of the performance period based on actual level of performance. Ms. Anderson's PSUs require her employment through December 31, 2026, but will remain outstanding and vest in full at the end of the performance period based on actual level of performance. (4)Excluding Mr. Masters and Ms. Anderson, the awards in this column vest in full on the third anniversary of the grant date, subject to continued employment. Mr. Masters' awards vested in full on December 31, 2025, and Ms. Anderson's awards vest in full on December 31, 2026. (5)Excluding Mr. Masters and Ms. Anderson, the awards in this column have a 10-year term and vest in full on the third anniversary of the grant date. Mr. Masters' awards have a 10-year term and vested in full on 12/31/2025 and Ms. Anderson awards have a 10-year term and vest in full on 12/31/2026. (6)The amounts reported in this column represent the grant date fair value of the awards granted to our NEOs in 2025 as computed in accordance with FASB ASC Topic 718, excluding estimated forfeitures. Assumptions utilized in the calculation of these amounts are set forth in Note 19 - Stock-based Compensation Expense to the Consolidated Financial Statements included in our Annual Report on Form 10-K for the year ended December 31, 2025.

  91. Outstanding Equity Awards at Fiscal Year-End

    Outstanding Equity Awards at Fiscal Year-End The following table presents information concerning the number and value of unexercised options, non-vested RSUs and non-vested PSUs for the NEOs outstanding as of the end of the fiscal year ended December 31, 2025.

  92. Outstanding Equity Awards at Fiscal Year-End

    | | | Option Awards | | | | Stock Awards | | | | | Name | Grant Date of Awards | Number of Securities Underlying Unexercised Options (#) Exercisable | Number of Securities Underlying Unexercised Options (#) Unexercisable(1) | Option Exercise Price ($) | Option Expiration Date | Number Of Shares Or Units Of Stock That Have Not Vested (#)(2) | Market Value Of Shares Or Units Of Stock That Have Not Vested ($) (4) | Equity Incentive Plan Awards: Number Of Unearned Shares, Units, Or Other Rights That Have Not Vested (#)(5) | Equity Incentive Plan Awards: Market Or Payout Value Of Unearned Shares, Units, Or Other Rights That Have Not Vested ($)(8) | | J. Kent Masters, Jr. | 2/27/2025 | 73,965 | | $78.97 | 2/26/2035 | | | 63,316(6) | $8,955,415 | | | 2/27/2025 | | | | | | | 63,316(7) | $8,955,415 | | | 2/22/2024 | 51,335 | | $118.18 | 2/21/2034 | | | 42,310(6) | $5,984,326 | | | 2/22/2024 | | | | | | | 6,347(7) | $897,720 | | | 2/24/2023 | 25,340 | | $249.52 | 2/23/2033 | | | 10,020(6) | $1,417,229 | | | 2/24/2023 | | | | | | | 3,006(7) | $425,169 | | | 2/25/2022 | 25,794 | | $191.95 | 2/24/2032 | | | | | | | 2/26/2021 | 27,823 | | $157.21 | 2/25/2031 | | | | | | Neal Sheorey | 2/27/2025 | | 18,492 | $78.97 | 2/26/2035 | 7,915 | $1,119,498 | 15,830(6) | $2,238,995 | | | 2/27/2025 | | | | | | | 15,830(7) | $2,238,995 | | | 2/22/2024 | | 10,267 | $118.18 | 2/21/2034 | 4,231 | $598,433 | 8,462(6) | $1,196,865 | | | 2/22/2024 | | | | | | | 1,269(7) | $179,487 | | | 11/6/2023 | | | | | 1,953(3) | $276,232 | | | | Melissa Anderson | 2/27/2025 | | 12,944 | $78.97 | 2/26/2035 | 5,541 | $783,719 | 11,082(6) | $1,567,438 | | | 2/27/2025 | | | | | | | 11,082(7) | $1,567,438 | | | 2/22/2024 | | 6,417 | $118.18 | 2/21/2034 | 2,645 | $374,109 | 5,290(6) | $748,218 | | | 2/22/2024 | | | | | | | 794(7) | $112,303 | | | 2/24/2023 | | 3,168 | $249.52 | 2/23/2033 | 1,253 | $177,224 | 1,253(6) | $177,224 | | | 2/24/2023 | | | | | | | 376(7) | $53,181 | | | 2/25/2022 | 4,366 | | $191.95 | 2/24/2032 | | | | | | | 2/26/2021 | 3,795 | | $157.21 | 2/25/2031 | | | | | | Netha N. Johnson, Jr. | 2/27/2025 | 2,569 | | $78.97 | 2/26/2035 | | | 3,080(6) | $435,635 | | | 2/27/2025 | | | | | | | 3,080(7) | $435,635 | | | 2/22/2024 | | 4,849 | $118.18 | 2/21/2034 | | | 4,468(6) | $631,954 | | | 2/22/2024 | | | | | | | 670(7) | $94,765 | | | 2/24/2023 | | 4,083 | $249.52 | 2/24/2033 | | | 1,726(6) | $244,125 | | | 2/24/2023 | | | | | | | 518(7) | $73,266 | | | 2/25/2022 | 5,358 | | $191.95 | 2/25/2032 | | | | | | | 2/26/2021 | 5,565 | | $157.21 | 2/25/2031 | | | | | | | 2/28/2020 | 12,421 | | $81.85 | 2/27/2030 | | | | | | | 2/26/2019 | 7,218 | | $91.00 | 2/25/2029 | | | | |

  93. Outstanding Equity Awards at Fiscal Year-End

    | | | Option Awards | | | | Stock Awards | | | | | Name | Grant Date of Awards | Number of Securities Underlying Unexercised Options (#) Exercisable | Number of Securities Underlying Unexercised Options (#) Unexercisable(1) | Option Exercise Price ($) | Option Expiration Date | Number Of Shares Or Units Of Stock That Have Not Vested (#)(2) | Market Value Of Shares Or Units Of Stock That Have Not Vested ($) (4) | Equity Incentive Plan Awards: Number Of Unearned Shares, Units, Or Other Rights That Have Not Vested (#)(5) | Equity Incentive Plan Awards: Market Or Payout Value Of Unearned Shares, Units, Or Other Rights That Have Not Vested ($)(8) | | Eric W. Norris | 2/27/2025 | | 18,492 | $78.97 | 2/26/2035 | 7,915 | $1,119,498 | 15,830(6) | $2,238,995 | | | 2/27/2025 | | | | | | | 15,830(7) | $2,238,995 | | | 2/22/2024 | | 10,267 | $118.18 | 2/21/2034 | 4,231 | $598,433 | 8,462(6) | $1,196,865 | | | 2/22/2024 | | | | | | | 1,269(7) | $179,487 | | | 2/24/2023 | | 5,068 | $249.52 | 2/24/2033 | 2,004 | $283,446 | 2,004(6) | $283,446 | | | 2/24/2023 | | | | | | | 601(7) | $85,005 | | | 2/25/2022 | 5,358 | | $191.95 | 2/25/2032 | | | | | | | 2/26/2021 | 5,565 | | $157.21 | 2/25/2031 | | | | | | | 2/28/2020 | 12,421 | | $81.85 | 2/27/2030 | | | | | | | 2/26/2019 | 7,669 | | $91.00 | 2/25/2029 | | | | | | Mark Mummert | 2/27/2025 | | 5,918 | $78.97 | 2/26/2035 | 7,599 | $1,074,803 | 5,066(6) | $716,535 | | | 2/27/2025 | | | | | | | 5,066(7) | $716,535 | | | 2/22/2024 | | 2,824 | $118.18 | 2/21/2034 | 1,164 | $164,636 | 2,328(6) | $329,272 | | | 2/22/2024 | | | | | | | 349(7) | $49,363 | | | 2/24/2023 | | | | | 812 | $114,849 | 406(6) | $57,425 | | | 2/24/2023 | | | | | | | 122(7) | $17,256 |

  94. Outstanding Equity Awards at Fiscal Year-End

    (1)Excluding Mr. Masters and Ms. Anderson, the stock options have a maximum 10-year term and cliff vest 100% on the 3rd anniversary of the grant date. Mr. Masters' 2023, 2024, and 2025 stock options cliff vest 100% and became exercisable on December 31, 2025. Ms. Anderson's' 2025 stock options cliff vest 100% and became exercisable on December 31, 2026. (2)Mr. Masters' 2023 and 2024 and 2025 RSUs vested on December 31, 2025. (3)On November 6, 2023, Mr. Sheorey was awarded a new hire grant of RSUs that vest one-third each year on the anniversary date of the grant. (4)The estimated value is based on the unvested RSUs, multiplied by the closing price of the Company's common stock on December 31, 2025, which was $141.44. (5)Excluding Mr. Masters and Ms. Anderson, subject to the performance metrics being met, PSUs vest 100% on the 3rd anniversary of the grant date. Subject to the achievement of the performance metrics being met, Mr. Masters' 2023, 2024 and 2025 PSUs became earned on December 31, 2025. Subject to the achievement of the performance metrics being met, Ms. Anderson's 2025 PSUs become earned on December 31, 2026. (6)Amounts for the 2025, 2024 and 2023 rTSR PSUs are based upon superior performance (2025 and 2024) and target performance (2023). In February 2026, the Executive Compensation & Talent Development Committee determined that the performance for the 2023 rTSR PSUs was achieved at 90.1% of Target. (7)Amounts for the 2025 Cost Center Expense PSUs are based upon superior; for the 2024 adjusted ROIC PSUs are based upon threshold; for the 2023 adjusted ROIC PSUs are based upon threshold. In February 2026, the Executive Compensation and Talent Development Committee determined that the performance for the 2023 adjusted ROIC PSUs did not reach the threshold level required for payout. (8)The estimated value is based on the unvested PSUs multiplied by the closing price of the Company's common stock on December 31, 2025, which was $141.44.

  95. Option Exercises and Stock Vested

    Option Exercises and Stock Vested The following table presents information concerning the exercise of stock options and the vesting of stock (including RSUs and PSUs) for the NEOs during the fiscal year ended December 31, 2025.

  96. Option Exercises and Stock Vested

    | | Option Awards | | Stock Awards | | | Name | Number of Shares Acquired on Exercise (#) | Value Realized on Exercise ($) | Number of Shares Acquired on Vesting (#) | Value Realized on Vesting ($)(1)(2) | | J. Kent Masters, Jr. | — | $— | 79,765 | $10,224,220 | | Neal R. Sheorey | — | $— | 1,953 | $178,231 | | Melissa H. Anderson | — | $— | 6,090 | $487,769 | | Mark R. Mummert | — | $— | 1,682 | $134,357 | | Eric W. Norris | — | $— | 7,902 | $634,236 | | Netha N. Johnson, Jr. | — | $— | 12,615 | $1,001,756 |

  97. Option Exercises and Stock Vested

    ___________________________________________________ (1)Value realized upon vesting of RSUs is determined by multiplying the number of units vesting by the closing price of Albemarle common stock on the vest date or, if the NYSE is not open on the vesting date, by the closing price on the last date prior to the vesting date on which the NYSE is open. (2) Value realized upon vesting of the PSUs is determined by multiplying the number shares granted by the performance modifier. The resulting shares acquired at vesting is multiplied by the closing price of Albemarle common stock on the vest date or, if the NYSE is not open on vesting date, by the closing price on the last date prior to the vesting date that the NYSE is open.

  98. Nonqualified Deferred Compensation

    Nonqualified Deferred Compensation The EDCP covers executives, including the NEOs, who are limited in how much they can contribute to tax-qualified deferred compensation plans (such as the Savings Plan). We maintain this plan to be competitive and encourage executives to save for their retirement. A participant in the EDCP may defer up to 50% of base salary and/or up to 100% of cash incentive awards (net of FICA and Medicare taxes due). We also provide employer contributions in the EDCP to provide executives with the same proportional benefits as are provided to all other employees, but which cannot be provided under our tax-qualified plan because of statutory limitations that apply under that plan. The EDCP also provides for a supplemental benefit of 5% of compensation in excess of amounts that may be recognized under the tax-qualified Savings Plan and of the cash incentive bonus award paid during the year. Our NEOs, regardless of hire date, participate in the same tax-qualified Savings Plan and EDCP. This defined contribution plan design provides all participating employees with the opportunity to receive a Company contribution of 11% of their eligible earnings for the calendar year if they contribute at least 9% of their eligible earnings to the Savings Plan and EDCP. Such Company contributions go into the tax-qualified Savings Plan up to the compensation and benefit limitations under the IRC and after that are credited to an EDCP account. Amounts credited under the EDCP are credited daily with investment gains and losses as if such amounts were invested in one or more of the plan’s investment options. Accounts are generally paid at the time and in the form specified by participants when they make deferral elections, or upon a participant’s earlier death or disability. The following table presents information concerning the benefits of our NEOs under the EDCP.

  99. Nonqualified Deferred Compensation

    | 2025 Nonqualified Deferred Compensation(1) | | | | | | | Name | Executive Contributions in Last FY ($)(2) | Registrant Contributions in Last FY ($)(2) | Aggregate Earnings in Last FY ($)(3) | Aggregate Withdrawals/ Distributions ($) | Aggregate Balance at Last FYE ($)(4) | | J. Kent Masters, Jr. | $— | $361,704 | $70,939 | $— | $1,882,003 | | Neal R. Sheorey | $— | $89,272 | $3,685 | $— | $132,862 | | Melissa H. Anderson | $23,199 | $79,231 | $74,953 | $— | $884,650 | | Mark R. Mummert | $392,030 | $63,422 | $318,460 | $50,790 | $2,178,453 | | Eric W. Norris | $— | $100,543 | $114,270 | $— | $935,324 | | Netha N. Johnson, Jr. | $— | $61,181 | $108,048 | $— | $797,275 |

  100. Nonqualified Deferred Compensation

    (1)Amounts reflected are based on activities recorded by Merrill Lynch, the plan’s recordkeeper, as of December 31, 2025, and include contributions to the EDCP that were deferred in 2025. (2)Amounts are reported as compensation to the NEOs in the 2025 Summary Compensation Table. (3)Amounts reflected are based on aggregate earnings and gain/loss in fiscal 2025. None of these amounts were reported in the 2025 Summary Compensation Table. (4)Amounts include amounts that have been reported in the Summary Compensation Table as compensation for a prior fiscal year as follows: Mr. Masters, $1,329,739; Mr. Sheorey, $39,714; Ms. Anderson, $75,884; Mr. Johnson, $490,455; Mr. Norris, $460,384.

  101. Potential Payments upon Termination

    Potential Payments upon Termination Our CEO, Mr. Masters, is eligible for severance benefits according to his 2025 Employment and CIC agreement, as discussed above. Other NEOs are eligible for severance benefits under the Albemarle Corporation Executive Severance Plan as outlined below. In the event any payments or benefits provided for our NEOs constitute “parachute payments” within the meaning of Section 4999 of the IRC, the NEO would be entitled to receive either full payments of the benefits or such lesser amount which would result in no portion of the benefits being subject to the excise tax, whichever results in the greater amount of after-tax benefits to the NEO. NEOs are not entitled to any kind of gross-up payment or excise tax reimbursement from the Company.

  102. Potential Post-Employment Payments

    | Impact of Termination Unrelated to a Change in Control on Outstanding Equity Awards | | | | | Scenario | RSUs | Stock Options | PSUs | | Termination by the Company not for “Cause” | Prorated vesting at the qualifying termination event, with proration equal to 1/36th of the grant for each full month of service during the vesting period. Stock Options are exercisable at the 3rd anniversary of the grant date and no later than the expiration date. Full vesting upon termination due to death or disability. | | Earned based on actual achievement of performance metrics (at “target” upon death) on a prorated basis equal to 1/36th of the grant for each full month of service during the performance period. | | Death or Disability | | | | | Retirement | | | | | Voluntary Resignation | Forfeited | | | | Termination for “Cause” | Forfeited | | |

  103. Potential Post-Employment Payments

    | Impact of Termination Due to a Change in Control on Outstanding Equity Awards | | | | | Scenario | RSUs | stock options | PSUs | | CIC + termination of employment (by the Company not for “Cause” or by NEO with “Good Reason” or upon death) | Full and accelerated vesting | Full and accelerated vesting | PSUs vest in full at target | | CIC + continuation of employment and Albemarle is no longer publicly traded | • Replace with an award with same value or accelerate vesting for award if rather than convert at the same value and conditions • If NEO is terminated by the Company not for “Cause” or by NEO with “Good Reason” within two years of the CIC, accelerated vesting occurs | | Prorated and accelerated vesting based on higher of actual or target performance upon CIC | | CIC + continuation of employment and Albemarle continues to be publicly traded | • No change to the existing vesting schedule • If NEO is terminated by the Company not for “Cause” or by NEO with “Good Reason” within two years of the CIC, accelerated vesting of time-based equity occurs | | PSUs vest in full at target |

  104. Estimated Post-Employment Benefits and Payments

    | Potential Payments Upon Termination or Change in Control | | | | | | | | Name | Type of Payment or Benefit | Qualifying Termination Event - Non-CIC Involuntary Term without Cause(3) | Qualifying Termination Event - Retirement (4) | Qualifying Termination Event -Disability | Qualifying Termination Event - Death | Change in Control Qualifying Termination(1) | | J. Kent Masters, Jr. | Severance Payment | $7,000,000 | | | | $10,500,000 | | | AIP | $3,247,618 | $3,247,618 | $3,247,618 | | $3,247,618 | | | PSUs | | | $17,774,199 | | $17,774,199 | | | RSUs | | | | | | | | Stock Options | | | | | | | | Benefits(2) | $448,804 | | | | $501,284 | | | Total | $10,696,422 | $3,247,618 | $21,021,817 | | $32,023,101 |

  105. Estimated Post-Employment Benefits and Payments

    | Potential Payments Upon Termination or Change in Control | | | | | | | | Name | Type of Payment or Benefit | Qualifying Termination Event - Non-CIC Involuntary Term without Cause(3) | Qualifying Termination Event - Retirement (4) | Qualifying Termination Event -Disability | Qualifying Termination Event - Death | Change in Control Qualifying Termination(1) | | Neal R. Sheorey | Severance Payment | $1,701,000 | | | | $2,268,000 | | | AIP | | | $771,090 | | $771,090 | | | PSUs | | | | $1,544,525 | $3,435,860 | | | RSUs | $722,900 | | $1,994,163 | $1,994,163 | $1,994,163 | | | Stock Options | | | | | | | | Benefits(2) | $50,594 | | | | $68,402 | | | Total | $2,474,494 | | $2,765,253 | $3,538,688 | $8,537,515 | | Melissa H. Anderson | Severance Payment | $1,563,300 | | | | $2,084,400 | | | AIP | | $708,619 | $708,619 | | $708,619 | | | PSUs | | | | $1,375,928 | $2,670,104 | | | RSUs | $613,991 | $613,991 | $1,335,052 | $1,335,052 | $1,335,052 | | | Stock Options | | | | | | | | Benefits(2) | $53,977 | | | | $76,706 | | | Total | $2,231,268 | $1,322,610 | $2,043,671 | $2,710,980 | $6,874,881 | | Mark R. Mummert | Severance Payment | $1,485,000 | | | | $1,980,000 | | | AIP | | | $635,881 | | $635,881 | | | PSUs | | | | $573,398 | $1,160,657 | | | RSUs | $507,911 | | $1,354,288 | $1,354,288 | $1,354,288 | | | Stock Options | | | | | | | | Benefits(2) | $65,515 | | | | $92,537 | | | Total | $2,058,426 | | $1,990,169 | $1,927,686 | $5,223,363 | | Eric W. Norris | Severance Payment | $1,779,300 | | | | $2,372,400 | | | AIP | | | $810,076 | | $810,076 | | | PSUs | | | | $2,111,416 | $4,002,752 | | | RSUs | $944,536 | | $2,001,376 | $2,001,376 | $2,001,376 | | | Stock Options | | | | | | | | Benefits(2) | $75,785 | | | | $110,599 | | | Total | $2,799,621 | | $2,811,452 | $4,112,792 | $9,297,203 |

  106. CEO Pay Ratio

    CEO Pay Ratio The principles that guide us for our executive compensation program are not different than for the organization at large: •We use the market median as a reference point for our compensation and benefits program. •The market median is specific to the country in which we compete for talent. •The market median is specific to the job level for each of our employees. •The market median determines the mix between base pay, short-term incentive pay, long-term equity and benefits. As the job level increases, we typically see an increase in total compensation as well as an increase in that portion of total compensation that is equity-based and the portion that is performance-based. We disclose below the ratio of our CEO’s annual total compensation relative to the annual total compensation of the median employee of the Company (excluding the CEO) for the year ended December 31, 2025. As permitted or required by Item 402(u) of Regulation S-K, our process for determining the total employee population and the median employee annual total compensation included the following factors: •Employee population ◦We used our global system of record for all of our employees worldwide. ◦We included all employees, whether salaried or hourly and whether employed on a full-time, part-time, or seasonal basis. ◦We used November 15, 2025, as our determination date. ◦To allow for comparisons across international jurisdictions, we converted into U.S. dollars any base cash compensation amounts denominated in non-U.S. currencies, using exchange rates effective at the determination date. ◦We did not adjust for global cost of living differences. •Consistently applied compensation measure ◦We determined the median employee annual total compensation by using a consistently applied compensation measure, namely, base salary or wages (“base cash compensation”), for all individuals, excluding our CEO, who were employed by us on November 15, 2025. ◦For part-time workers, we did not adjust base cash compensation to the equivalent for a full- time employee. ◦We annualized the compensation for all permanent employees (full- or part-time) who were not employed by us for all of 2025. ◦For hourly employees, base cash compensation is based on their hourly rate in combination with their standard hours of work. Applying these and other relevant factors, we identified a median base cash compensation amount. We identified 4 employees, as of November 15, 2025, that were paid this median base cash compensation amount. For each of these employees, we determined total compensation paid for the year-ended December 31, 2025 (calculated in accordance with Item 402(c)(2)(x) of Regulation S-K) and selected the median employee of this employee subset as our median employee for 2025. That median employee's total compensation was $71,667 for the year ended December 31, 2025 (calculated in accordance with Item 402(c)(2)(x) of Regulation S-K). On the same basis, the total annualized compensation for our CEO for the year ended December 31, 2025 was $15,513,654. Accordingly, for the year ended December 31, 2025, the ratio of our CEO’s total compensation to that of our median employee is 216:1. The ratio is reflective of the majority of our workforce being employed in countries with significantly lower wages than the US, where the CEO resides. The pay ratio is a reasonable estimate calculated in a manner consistent with Item 402(u) of Regulation S-K under the Securities Act of 1933, as amended and based upon our reasonable judgment and assumptions. The SEC rules do not specify a single methodology for identification of the median employee or calculation of the pay ratio and other companies may use assumptions and methodologies that are different from those used by us in calculating their pay ratio. Accordingly, the pay ratio disclosed by other companies may not be comparable to our pay ratio as disclosed above. Given the different methodologies that various public companies will use to determine an estimate of their CEO pay ratio, the ratio reported above should not be used as a basis for comparison between companies.

  107. SEC Disclosure on Pay versus Performance

    SEC Disclosure on Pay versus Performance Albemarle and the Committee are pleased to present this Pay Versus Performance disclosure as we are committed to ensuring alignment between Company performance and executive compensation. “Pay for performance” is one of our core compensation principles, as described in the Compensation Discussion and Analysis above. The alignment of shareholder interests and CEO compensation is evidenced by the strong correlation between our CEO’s Compensation Actually Paid (as calculated below) over the last five fiscal years and total shareholder return relative to our Peer Group (as defined below) for the same period. The Pay Versus Performance disclosure, as required by the SEC and shown below, provides an additional perspective on our pay and performance alignment. It uses a measure of compensation, Compensation Actually Paid and selected measures of market and financial performance.

  108. Pay Versus Performance Table

    Pay Versus Performance Table The following table shows (1) total compensation for our principal executive officer (“PEO”) and, on average, our other NEOs, in each case as set forth in our Summary Compensation Table for each of the last five completed fiscal years; (2) for each such fiscal year, the Compensation Actually Paid (“CAP”) to our PEO and, on average, our other named executive officers (as determined pursuant to SEC rules); (3) for each such fiscal year, our net income and our adjusted EBITDA; and (4) the cumulative total shareholder return assuming a $100 investment at the time of the last trading date in fiscal year 2020 (“TSR”) of (x) the Company and (y) the components of the S&P 1500 Specialty Chemicals Index (“Peer Group”), in each case for fiscal year 2021, fiscal years 2021-2022, fiscal years 2021-2023, fiscal years 2021-2024 and fiscal years 2021-2025.

  109. Pay Versus Performance Table

    | 2025 Pay Versus Performance Table | | | | | | | | | | Year | Summary Compensation Table Total for PEO(1) | Compensation Actually Paid to PEO(1)(3) | Average Summary Compensation Table Total for non-PEO NEOs(2) | Average Compensation Actually Paid to non-PEO NEOs(2)(3) | Value of Initial Fixed $100 Investment Based on: | | Net Income ($MM)(5) | Adjusted EBITDA ($MM) | | | | | | | Total Shareholder Return(4) | Peer Group Total Shareholder Return(4) | | | | 2025 | $15,513,654 | $38,198,957 | $3,871,357 | $6,716,651 | $102 | $109 | $(465) | $1,098 | | 2024 | $14,368,498 | $4,401,575 | $3,479,959 | $1,603,421 | $61 | $108 | $(1,316) | $1,140 | | 2023 | $14,472,115 | $(4,776,615) | $3,154,592 | $1,224,527 | $100 | $110 | $1,573 | $2,779 | | 2022 | $11,118,156 | $13,714,085 | $2,964,307 | $3,084,017 | $149 | $96 | $2,474.0 | $3,403.0 | | 2021 | $9,040,753 | $20,335,113 | $2,516,658 | $8,987,310 | $160 | $128 | $199.9 | $871.0 |

  110. Pay Versus Performance Table

    ___________________________________________________ (1)“PEO” represents J. Kent Masters, Jr., who was appointed CEO on April 20, 2020. (2)The non-PEO NEOs for each applicable year are as follows: a.2025: Neal R. Sheorey, Melissa H. Anderson, Netha N. Johnson, Jr., Eric W. Norris and Mark Mummert b.2024: Neal R. Sheorey, Melissa H. Anderson, Netha N. Johnson, Jr., Eric W. Norris and Kristin M. Coleman c.2023: Neal R. Sheorey, Kristin M. Coleman, Netha N. Johnson, Jr., Eric W. Norris, Raphael G. Crawford, Sean O'Hollaren and Scott A. Tozier d.2022: Scott A. Tozier, Kristin M. Coleman, Netha N. Johnson, Jr. and Eric W. Norris e.2021: Scott A. Tozier, Netha N. Johnson, Jr., Karen G. Narwold and Eric W. Norris (3)SEC rules require certain adjustments be made to the Summary Compensation Table totals to determine CAP as reported in the Pay Versus Performance Table above. The following table details the applicable adjustments that were made to Summary Compensation Table totals to determine CAP after deducting the Summary Compensation Table values for the aggregate change in value of pension plans and the grant-date fair value of stock awards and option awards. The fair value or change in fair value, as applicable, of stock awards and option awards was determined by reference to (x) for RSU awards, the closing price of our common stock on the applicable measurement date, (y) for PSU awards (excluding market- conditioned (relative TSR-based) PSU awards), the closing price of our common stock on the applicable measurement date multiplied by the probability of achievement as of such date and (z) for market-conditioned PSU awards, a Monte Carlo simulation as of the applicable measurement date. For stock options, the fair value or change in fair value, as applicable, was determined using a Black-Scholes valuation model. The model references the closing stock price, in addition to the stock option’s strike price, expected life, volatility, expected dividend yield and risk-free rate as of the measurement date.

  111. Pay Versus Performance Table

    | Year | Pension | Equity Awards | | | | | | | | | Pension Service Cost | Year End Fair Value of Equity Awards Granted in the Year | Year over Year Change in Fair Value of Outstanding and Unvested Equity Awards Granted in Prior Years | Fair Value as of Vesting Date of Equity Awards Granted and Vested in the Year | Change in Fair Value (since End of Prior Year) of Equity Awards Granted in Prior Years that Vested in the Year | Fair Value at the End of the Prior Year of Equity Awards that Failed to Meet Vesting Conditions in the Year | Value of Dividends or other Earnings Paid on Stock or Option Awards not Otherwise Reflected in Fair Value or Total Compensation | Total Equity Award Adjustments | | PEO | | | | | | | | | | 2025 | N/A | $14,819,685 | $4,191,852 | $10,295,958 | $3,827,465 | $— | $— | $33,134,961 | | Non-PEO NEO Average | | | | | | | | | | 2025 | N/A | $4,120,674 | $1,019,522 | $17,156 | $(30,934) | $(121,059) | $— | $5,005,359 |

  112. Pay Versus Performance Table

    (4)Cumulative Company TSR and peer group TSR are calculated by assuming that a $100 investment was made on the trading day prior to the first fiscal year reported and reinvesting all dividends until the last day of each reported fiscal year. For this purpose, our peer group is S&P 1500 Specialty Chemical Index. (5)"Net Income" represents the amount of net income reflected in the Company's audited financial statements for the applicable fiscal year.