NL Industries Inc 2024年度报告

Securities registered pursuant to Section12(b)of the Act: Indicate by check mark: If the Registrant is a well-known seasoned issuer, as defined in Rule405 of the Securities Act.Yes☐No☒ If the Registrant is not required to file reports pursuant to Section13 or Section15(d)of the Act.Yes☐No☒ Whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule405of Regulation S-T during the preceding 12months (or for such shorter period that the registrant was required to submit suchfiles).Yes☒No☐ Whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting companyor emerging growth company (as defined in Rule12b-2 of the Act). See the definitions of “large accelerated filer,” “acceleratedfiler,” “smaller reporting company,” and “emerging growth company” in Rule12b-2 of the Exchange Act. Large accelerated filerNon-accelerated filerEmerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition periodfor complying with any new or revised financial accounting standards provided pursuant to Section13(a)of the Exchange Act.☐ Whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internalcontrol over financial reporting under Section404(b)of the Sarbanes-Oxley Act (15 U.S.C. 7262 (b)) by the registered publicaccounting firm that prepared or issued its audit report.☒ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of theregistrant included in the filing reflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to§240.10D-1(b).☐ The aggregate market value of the 8.5million shares of voting stock held by nonaffiliates of NL Industries,Inc. as of June30,2024 (the last business day of the Registrant’s most recently-completed second fiscal quarter) approximated$51.0million.Number of shares of the registrant’s common stock, $.125 par value per share, outstanding on February28, 2025:48,847,734.Documents incorporated by referenceThe information required by PartIII is incorporated by reference from the Registrant’s definitive proxy statement to be filed with the Commission pursuant to Regulation 14A not later than 120days after the end of the fiscalyear covered bythis report. The Company NL Industries,Inc. was organized as a New Jersey corporation in 1891. Our common stocktrades on the New York Stock Exchange, or the NYSE, under the symbol NL. References to “NLIndustries,” “NL,” the “Company,” the “Registrant,” “we,” “our,” “us” and similar terms mean NLIndustries,Inc. and its subsidiaries and affiliate, unless the context otherwise requires. Our principal executive offices are located at Three Lincoln Center, 5430 LBJ Freeway,Suite1700, Dallas, TX 75240. Our telephone number is (972)233-1700. We maintain a website atwww.nl-ind.com. Business summary We are primarily a holding company. We operate in the component products industry throughour majority-owned subsidiary, CompX InternationalInc. (NYSE American: CIX). We operate in thechemicals industry through our noncontrolling interest in Kronos Worldwide,Inc. CompX and Kronos(NYSE: KRO) each file periodic reports with the Securities and Exchange Commission (“SEC”). Organization At December 31, 2024, Valhi,Inc. (NYSE: VHI) held approximately 83% of our outstandingcommon stock and a wholly-owned subsidiary of Contran Corporation held approximately 91% ofValhi’s outstanding common stock. As discussed in Note1 to our Consolidated Financial Statements,Lisa K. Simmons and a trust established for the benefit of Ms.Simmons and her late sister and theirchildren (the “Family Trust”) may be deemed to control Contran, and therefore may be deemed toindirectly control the wholly-owned subsidiary of Contran, Valhi and us. Forward-looking statements This Annual Report on Form10-K contains forward-looking statements within the meaningof the Private Securities Litigation Reform Act of 1995, as amended. Statements in this Annual Reportthat are not historical facts are forward-looking in nature and represent management’s beliefs andassumptions based on currently available information. In some cases, you can identify forward-looking statements by the use of words such as “believes,” “intends,” “may,” “should,” “could,”“anticipates,” “expects” or comparable terminology, or by discussions of strategies or trends. Althoughwe believe the expectations reflected in such forward-looking statements are reasonable, we do notknow if these expectations will be correct. Such statements by their nature