Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 19, 2026, the Board of Directors of Albemarle Corporation (the "Company") appointed Max W. Hood as the Company's Chief Accounting Officer, effective August 24, 2026. Upon appointment, Mr. Hood will assume the role of the Company's principal accounting officer.
Mr. Hood, age 47, most recently served as co-Chief Financial Officer of The ODP Corporation ("ODP"), a publicly traded provider of business services and workplace products and solutions. Mr. Hood joined ODP in 2018, serving as Vice President, Accounting and Treasury and then as Chief Accounting Officer and Controller before his appointment as co-Chief Financial Officer in December 2024.In these roles, he led a broad range of finance functions, including accounting, tax, treasury, investor relations, internal audit, strategy, transformation, and mergers and acquisitions. Prior to joining ODP, Mr. Hood held various finance and accounting leadership positions at General Electric Company and Deloitte.
There are no family relationships between Mr. Hood and any other director or executive officer of the Company that would require disclosure under Item 401(d) of Regulation S-K, and no transactions involving Mr. Hood that would require disclosure under Item 404(a) of Regulation S-K. There are no arrangements or understandings between Mr. Hood and any other persons pursuant to which Mr. Hood was appointed as Chief Accounting Officer.
The material terms and conditions of Mr. Hood's employment are summarized below:
•Annual base salary of $400,000;
•Participation in the Company's annual incentive plan, with a 2026 target bonus of 50% of eligible earnings, prorated based on the number of months employed in 2026;
•Participation in the Company's long-term incentive plan with a total target value of 70% of base salary;
•A sign-on grant of restricted stock units with a value at the time of grant equal to $200,000, vesting in three equal increments on each of the first, second and third anniversary of the grant date;
•Eligibility to participate in the Company's standard benefit programs, subject to the terms and conditions of the applicable program or successor program.