AI interpretation based on checked source excerpts. Issuer assertions and evidence limitations remain explicit.
Policy quality-scores-2: six equally weighted categories. The overall score requires full coverage. Missing inputs are not zero. Qualitative grades are sourced interpretations, not probabilities. 5/6 · 18/10/2026
Moat25
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
structural advantage · 1/4 · Feedstock flexibility and commercialized technology provide limited current advantages. Explicit commodity competition and inability to protect market position through differentiation prevent a stronger enterprise assessment.
durability · 1/4 · Physical capabilities and intellectual property can persist, but favorable economics remain conditional. Prolonged downturn-related impairments and the realized European disposal loss demonstrate fragile portfolio protection.
customer dependency · 1/4 · Customized technology modules and multi-year agreements offer some continuity. The passages do not demonstrate costly switching or broad customer dependence, while commodity differentiation is explicitly limited.
erosion resilience · 1/4 · The 2026 recovery shows operating responsiveness, but prior impairments, disposal losses and supply-driven recovery indicate weak protection through the cycle. Hypothetical innovation risks are not counted as realized erosion.
Pricing power38
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
realized pricing · 2/4 · Observed pricing is mixed: second-quarter 2026 price increases materially lifted revenue, while a first-quarter segment comparison showed price declines reducing revenue by 13%. The disclosed supply-constraint explanation limits evidence of discretionary pricing power.
retention · 2/4 · Established customers, annual and multi-year contracts, and increased catalyst demand support repeat business indirectly. They do not demonstrate renewal rates, customer-level retention or strong switching friction.
margin resilience · 1/4 · Results deteriorated from operating income in 2023 and 2024 to an operating loss in 2025, including impairments, before recovering sharply in 2026. This is fragile through-cycle resilience despite a meaningful rebound; the assessment also considers commodity differentiation and market pricing.
contractual freedom · 1/4 · Spot prices follow market forces and contract prices reflect supply, demand, indices and sometimes cost recovery. Some cost-plus agreements offer protection, but broad unilateral freedom to set prices is weak.
Predictability74
Five consecutive annual periods. Equal weights: nondeclining revenue frequency; revenue-growth volatility (5–40pp); positive FCF frequency; FCF-margin volatility (3–20pp). Stability indicator, not a growth forecast.
- Nondeclining revenue years (%)
- 25.00
- Revenue growth volatility (pp)
- 13.38
- Positive FCF years (%)
- 100.00
- FCF margin volatility (pp)
- 3.84
Financial strength20
Equal-weight grades: debt/FCF (1–8x), net debt/earnings before interest and tax (0–5x), interest service (1–12x), current ratio (0.75–2x). Earnings use reported operating income, or reported pretax profit plus reported interest expense when operating income is unavailable. Interest service uses earnings/interest expense; if unavailable, it uses reported operating cash flow/cash interest paid, without relabeling cash paid as accrued expense. Nonpositive cash flow/earnings score 0 for their service component; reported zero interest with a positive numerator scores 100. Net cash scores 100 for net leverage. Missing disclosures remain unavailable. General nonfinancial-company rubric, not a credit rating; exceptional and nonoperating gains are not normalized out. IFRS finance-cost and cash-flow classifications retain their reported scope.
- debtFcfGrade
- 0.00
- netDebtEbitGrade
- 0.00
- interestCoverageGrade
- 0.00
- currentRatioGrade
- 81.86
- Debt / FCF (x)
- 33.69
- Interest coverage (x)
- -0.86
- Current ratio (x)
- 1.77
Capital allocation—
Missing required inputs: dilution. Three-year equal-weight indicators: pretax return on average invested capital (0–25%; equity + debt − cash, each year and its prior year), share-count growth (0–5%, lower better), share-based cost/revenue (2–20%, lower better), consolidated FCF/net income (0–1x). Return uses reported operating income or, if unavailable, EBIT calculated from reported pretax profit plus reported interest expense; exceptional/nonoperating gains are not normalized out. Share-based cost uses the reported cash-flow add-back or, if absent, separately reported recognized compensation expense; the latter never becomes an FCF adjustment. Nonpositive net income scores 0 for cash conversion; absent income/FCF stays unavailable. Nonpositive invested capital has no defined return and remains unavailable. Does not establish acquisition quality or buyback timing.
- 3-year pre-tax operating return (%)
- 7.03
- 3-year average SBC / revenue (%)
- 0.25
- cashConversionGrade
- 0.00
Management56
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
capital discipline · 2/4 · First-half 2026 capital spending and dividends fell and no shares were repurchased, but repurchases were also credit-restricted. Operating cash of $483 million remained below $539 million of capital spending before dividends and the $310 million disposal contribution. Corrective restraint is demonstrated alongside costly portfolio outcomes.
incentive alignment · 3/4 · The actual 2025 program used 60% PSUs and 40% RSUs for long-term incentives, with a three-year performance period. Existing recoupment, ownership-related sale restrictions and hedging prohibitions support strong alignment design. Individual holdings, compliance and realized payout sensitivity are not established here, preventing an exceptional grade.
execution · 2/4 · Realized expense reductions and reported record safety performance demonstrate execution achievements. The operating recovery provides indirect supporting evidence but largely reflects industry conditions; impairments and a substantial disposal loss leave the broader record mixed.
governance · 2/4 · Independent committees and regular management-free sessions establish functioning oversight structures. The disclosed use of NYSE independence classifications for nominees of a greater-than-10% shareholder qualifies the independence assessment. Structures are demonstrated, but exceptional oversight effectiveness is not.
Evidence
Shale-based NGLs provide a cost advantage over heavy liquids, particularly in the United States (“U.S.”).
Business / feedstock economics · Filed 20/02/2026
Our Americas facilities can process significant quantities of either heavy liquids or NGLs.
Business / Americas feedstock flexibility · Filed 20/02/2026
We estimate that in the U.S. we can produce up to approximately 90% of our total ethylene output using NGLs.
Business / U.S. NGL processing capability · Filed 20/02/2026
Relatively low ethane raw material costs continue to benefit our O&P-Americas margins while regional demand is showing modest improvement.
MD&A / realized ethane feedstock benefit · Filed 22/02/2024
Due to the commodity nature of many of our products, competition in these markets is based primarily on price and, to a lesser extent, on product performance, product quality, product deliverability, reliability of supply and customer service.
Risk factors / commodity competition · Filed 20/02/2026
Often, we are not able to protect our market position for these products by product differentiation and may not be able to pass on cost increases to our customers due to the significant competition in our industry.
Risk factors / limited differentiation and cost pass-through · Filed 20/02/2026
Our evaluation resulted in the recognition of non-cash goodwill impairments of $400 million and $572 million in our O&P-EAI and APS segments, respectively, in the third quarter of 2025.
Accounting policies / recognized goodwill impairments · Filed 20/02/2026
natural gas prices, we could see less benefit from low-cost natural gas and natural gas liquids and it could have a negative effect on our results of operations;
Forward-looking risk disclosures / relative feedstock economics · Filed 01/05/2026
We market our process technologies and our polyolefin catalysts to external customers and also use them in our own manufacturing operations.
Business / external technology and catalyst commercialization · Filed 20/02/2026
Our polyolefin process licenses are structured to provide a standard core technology, with individual customer needs met by adding customized modules that provide the required capabilities to produce the defined production grade slate and plant capacity.
Business / customized process licenses · Filed 20/02/2026
Our patents and trade secrets cover our processes, products and catalysts and are significant to our competitive position, particularly with regard to PO, intermediate chemicals, petrochemicals, polymers and our process technologies.
Intellectual property / patents and trade secrets · Filed 20/02/2026
Second quarter of 2026 versus first quarter of 2026—Higher demand for catalysts accounted for approximately half of the increase in EBITDA, while the remaining increase was driven by higher licensing results as a greater number of higher-value contracts reached significant milestones.
MD&A / Technology catalyst demand and licensing milestones · Filed 31/07/2026
First six months of 2026 versus first six months of 2025—Catalyst volumes led to a 5% increase in EBITDA due to increased demand.
MD&A / first-half catalyst demand · Filed 31/07/2026
EBITDA decreased in the first quarter of 2026 compared to the first quarter of 2025, driven equally by lower licensing results and lower catalyst margins.
MD&A / lower licensing results and catalyst margins · Filed 01/05/2026
•we rely on continuing technological innovation, and an inability to protect our technology, or others’ technological developments could negatively impact our competitive position;
Forward-looking risk disclosures / technological competition · Filed 01/05/2026
In 2025, we advanced the construction of our MoReTec-1 plant, our first industrial-scale catalytic chemical recycling plant at our site in Wesseling, Germany, which will use our proprietary MoReTec technology to convert post-consumer plastic waste into feedstock for producing new plastic materials.
Proxy / MoReTec-1 construction progress · Filed 10/04/2026
This increase was primarily driven by higher average sales prices across many products, which reflected industry-wide supply constraints stemming from the conflict in the Middle East and contributed to higher revenues by 33%.
MD&A / realized price increases and industry supply constraints · Filed 31/07/2026
First quarter of 2026 versus first quarter of 2025—Lower demand led to a decrease in average sales prices and volumes reducing revenues by 13% and 2%, respectively.
MD&A / first-quarter year-over-year price and volume declines · Filed 01/05/2026
Sales prices for products sold in the spot market are determined by market forces.
Business / spot pricing · Filed 20/02/2026
Our contract prices are influenced by product supply and demand conditions, spot prices, indices published in industry publications and, in some instances, cost recovery formulas.
Business / contract pricing mechanisms · Filed 20/02/2026
Sales & Marketing / Customers—We sell our PO and derivatives through multi-year sales and processing agreements as well as spot sales.
Business / multi-year PO sales and processing agreements · Filed 20/02/2026
Some of our sales agreements have cost plus pricing terms.
Business / cost-plus sales terms · Filed 20/02/2026
With respect to PP and PE, our production is typically sold through our sales organization to an extensive base of established customers under annual contracts or on a spot basis and is also sold through distributors.
Business / established polyolefin customers and annual contracts · Filed 20/02/2026
CONSOLIDATED STATEMENTS OF INCOME (LOSS) Year Ended December 31, Millions of dollars, except earnings (loss) per share 2025 2024 2023 Sales and other operating revenues: Trade $ 29,581 $ 32,760 $ 32,722 Related parties 572 634 614 30,153 33,394 33,336 Operating costs and expenses: Cost of sales 27,576 28,750 28,435 Goodwill impairments 972 — 252 Other impairments 279 949 255 Selling, general and administrative expenses 1,610 1,642 1,539 Research and development expenses 136 135 130 30,573 31,476 30,611 Operating income (loss) (420) 1,918 2,725 Interest expense (487) (481) (477) Interest income 97 150 129 Gain (loss) on sale of business (6) 284 — Other income (expense), net 113 47 (58) Income (loss) from continuing operations before equity investments and income taxes (703) 1,918 2,319 Loss from equity investments (12) (217) (20) Income (loss) from continuing operations before income taxes (715) 1,701 2,299 Provision for income taxes 70 259 433 Income (loss) from continuing operations (785) 1,442 1,866 Income (loss) from discontinued operations, net of tax 47 (75) 255 Net income (loss) (738) 1,367 2,121 Dividends on redeemable non-controlling interests (7) (7) (7) Net income (loss) attributable to the Company shareholders $ (745) $ 1,360 $ 2,114 Earnings (loss) per share: Net income (loss) attributable to the Company shareholders — Basic: Continuing operations $ (2.48) $ 4.40 $ 5.70 Discontinued operations 0.14 (0.24) 0.78 $ (2.34) $ 4.16 $ 6.48 Diluted: Continuing operations $ (2.48) $ 4.39 $ 5.68 Discontinued operations 0.14 (0.24) 0.78 $ (2.34) $ 4.15 $ 6.46 See Notes to the Consolidated Financial Statements.
Consolidated statements of income / 2023–2025 results · Filed 20/02/2026
CONSOLIDATED STATEMENTS OF INCOME Three Months Ended June 30, Six Months Ended June 30, Millions of dollars, except earnings per share 2026 2025 2026 2025 Sales and other operating revenues: Trade $ 9,014 $ 7,503 $ 16,066 $ 15,031 Related parties 163 155 308 304 9,177 7,658 16,374 15,335 Operating costs and expenses: Cost of sales 7,139 6,871 13,635 13,999 Impairments 74 32 89 32 Selling, general and administrative expenses 387 435 798 836 Research and development expenses 34 35 70 69 7,634 7,373 14,592 14,936 Operating income 1,543 285 1,782 399 Interest expense (138) (118) (276) (225) Interest income 24 21 55 51 Loss on sale of business (734) — (734) — Other income, net 56 29 66 50 Income from continuing operations before equity investments and income taxes 751 217 893 275 Income from equity investments 57 7 52 8 Income from continuing operations before income taxes 808 224 945 283 Provision for income taxes 236 69 234 105 Income from continuing operations 572 155 711 178 Income (loss) from discontinued operations, net of tax (13) (40) (27) 114 Net income 559 115 684 292 Dividends on redeemable non-controlling interests (1) (1) (3) (3) Net income attributable to the Company shareholders $ 558 $ 114 $ 681 $ 289 Earnings (loss) per share: Net income (loss) attributable to the Company shareholders — Basic Continuing operations $ 1.75 $ 0.47 $ 2.18 $ 0.53 Discontinued operations (0.04) (0.13) (0.08) 0.35 $ 1.71 $ 0.34 $ 2.10 $ 0.88 Diluted Continuing operations $ 1.75 $ 0.47 $ 2.18 $ 0.53 Discontinued operations (0.04) (0.13) (0.08) 0.35 $ 1.71 $ 0.34 $ 2.10 $ 0.88 See Notes to the Consolidated Financial Statements.
Unaudited consolidated statements of income / 2026 recovery · Filed 31/07/2026
Loss on Sale of Business—In the second quarter of 2026, we divested select European olefins and polyolefins assets and the associated businesses, and recognized a pre-tax loss of $734 million.
MD&A / realized European disposal loss · Filed 31/07/2026
CONSOLIDATED STATEMENTS OF CASH FLOWS Six Months Ended June 30, Millions of dollars 2026 2025 Cash flows from operating activities: Net income $ 684 $ 292 Adjustments to reconcile net income to net cash provided by (used in) operating activities: Depreciation and amortization 689 655 Impairments 89 32 Amortization of debt-related costs 6 5 Share-based compensation 66 55 Equity investments— Equity income (52) (8) Distributions of earnings, net of tax 13 18 Deferred income tax benefit (48) (30) Loss on sale of business 734 — Changes in assets and liabilities that provided (used) cash: Accounts receivable (1,692) (81) Inventories (521) (85) Accounts payable 721 (433) Other, net (206) (648) Net cash provided by (used in) operating activities 483 (228) Cash flows from investing activities: Expenditures for property, plant and equipment (539) (1,022) Cash contribution to disposed businesses (310) — Proceeds from settlement of net investment hedges — 284 Payments for settlement of net investment hedges — (234) Other, net 55 38 Net cash used in investing activities (794) (934) Cash flows from financing activities: Repurchases of Company ordinary shares — (201) Dividends paid - common stock (448) (878) Issuance of long-term debt — 499 Payments of debt issuance costs — (5) Other, net (21) (13) Net cash used in financing activities (469) (598) Effect of exchange rate changes on cash (29) 76 Decrease in cash and cash equivalents and restricted cash (809) (1,684) Cash and cash equivalents and restricted cash at beginning of period 3,449 3,388 Cash and cash equivalents and restricted cash at end of period $ 2,640 $ 1,704 See Notes to the Consolidated Financial Statements.
Unaudited cash flow statement / spending, distributions and financing · Filed 31/07/2026
In September 2025, we amended our Senior Revolving Credit Facility which now restricts share repurchases except to offset dilution.
Share repurchases / credit facility restriction · Filed 31/07/2026
Selling, General and Administrative (“SG&A”) Expenses—SG&A expenses decreased by $24 million, or 6%, in the second quarter of 2026 compared to the first quarter of 2026, primarily due to lower fees related to professional services, and decreased by $38 million, or 5%, in the first six months of 2026 compared to the first six months of 2025, attributable to reduced employee-related expenses as a result of our cash improvement plan.
MD&A / realized cash improvement plan expense reductions · Filed 31/07/2026
We also achieved our best safety performance in company history, with a total recordable incident rate of 0.120, and reduced our process safety incident rate to 0.018.
Proxy / reported safety performance · Filed 10/04/2026
44 LyondellBasell | 2026Proxy Statement Table of Contents COMPENSATION DISCUSSION AND ANALYSIS WHAT GUIDES OUR PROGRAM What Guides our Program Executive Compensation Philosophy Our executive compensation program is designed to: ● Take into account the realities of a cyclical, commodity industry and reward differential performance ● Align the interests of management with those of our shareholders ● Encourage both short-term and long-term results ● Attract, retain, and incentivize the highest caliber team possible ● Enable us to pay high achievers above-market median compensation based on individual performance, potential, and impact to the Company’s results ● Recognize and maintain the Company’s market-leading position in health and safety ● Emphasize the Company’s deep commitment to sustainability and continue focus on value creation Components of Executive Compensation Our 2025 compensation program for our executive officers, including our NEOs, is structured to incorporate the following compensation components: Base Salary Short-Term Incentives Long-Term Incentives Cash Cash PSUs (60%) RSUs (40%) Timing Annual Annual Three-year performance period RSUs granted in 2024 and 2025 vest ratably over three years; RSUs granted in 2023 cliff vest after three years Metrics Determined when executives are hired or promoted into their position and reviewed annually.
Compensation discussion / actual 2025 incentive structure · Filed 10/04/2026
In addition to the clawback policy applicable to all incentive-based compensation, all time-based RSUs include recoupment provisions triggered in the event of executive misconduct or breach of restrictive covenant obligations.
Compensation practices / RSU recoupment provisions · Filed 10/04/2026
Share ownership guidelines. We restrict our executives’ and directors’ ability to sell shares unless they first meet robust share ownership guidelines.
Compensation practices / ownership and sale restrictions · Filed 10/04/2026
In February 2026, the Board affirmatively determined that all of our non-executive directors are independent under the rules of the New York Stock Exchange (the “NYSE”).
Governance / NYSE independence determinations · Filed 10/04/2026
Executive Sessions Executive sessions of our independent directors, with no members of management present, take place at every regularly scheduled Board and committee meeting.
Governance / independent executive sessions · Filed 10/04/2026
2026 Proxy Statement | LyondellBasell 27 Table of Contents CORPORATE GOVERNANCE BOARD AND COMMITTEE INFORMATION Board and Committee Information The Board currently has five standing committees, each consisting entirely of independent directors: ● Audit Committee ● Compensation and Talent Development (“C&TD”) Committee ● Nominating and Governance Committee ● Health, Safety, Environmental, and Sustainability (“HSE&S”) Committee ● Finance Committee Our Audit Committee meets at least five times each year in alignment with our financial reporting and audit cycle, and our C&TD Committee, Nominating and Governance Committee, and HSE&S Committee each meet at least four times each year in connection with regularly scheduled Board meetings (other than the Board’s strategy session held in July), and hold additional meetings as needed.
Governance / independent committees · Filed 10/04/2026
with respect to the independence classification of directors nominated by Access Industries, a greater than 10% shareholder.
Governance / Access nominee independence classification · Filed 10/04/2026
Stock ownership guidelines for directors and executives and policy against hedging and pledging LYB shares
Governance / ownership guidelines and hedging prohibition · Filed 10/04/2026
Investing Activities—Capital expenditures in the first six months of 2026 and 2025 totaled $539 million and $1,022 million, respectively, of which approximately 65% and 70%, respectively, supported sustaining maintenance, including turnaround activities at several sites, as well as other plant health, safety and environmental projects.
Investing activities / reduced spending and maintenance allocation · Filed 31/07/2026
In the third quarter of 2025, we evaluated goodwill for impairment due to the prolonged downturn in, and outlook for, the European petrochemical and global automotive industries, particularly affecting our Olefins and Polyolefins-Europe, Asia, International (“O&P-EAI”) and Advanced Polymer Solutions (“APS”) segments, combined with the sustained decline in our market capitalization.
Accounting policies / prolonged industry downturn triggering impairment · Filed 20/02/2026
Our major worldwide competitors include other multinational chemical and refining companies as well as some regional marketers and producers.
Business / generic competitor categories · Filed 20/02/2026
