Masters J Kent Form 4 ALBEMARLE / J Kent Masters ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Masters J Kent

(Last) (First) (Middle)

ALBEMARLE CORPORATION

4250 CONGRESS STREET, SUITE 900

(Street)

CHARLOTTE NC 28209

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ALBEMARLE CORP [ ALB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chairman & CEO

3. Date of Earliest Transaction (Month/Day/Year)
02/22/2024

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/22/2024		M		17,496(1)	A	$0	78,324	D
Common Stock	02/22/2024		F		6,464(2)	D	$118.18	71,860	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Performance Stock Units	(3)	02/22/2024		M			17,496	(1)	(4)	Common Stock	17,496	$0	0	D
Restricted Stock Units	(5)	02/22/2024		A		21,155		(6)	(4)	Common Stock	21,155	$0	21,155	D
Stock Options	$118.18	02/22/2024		A		51,335		(7)	02/22/2034	Common Stock	51,335	$0	51,335	D

Explanation of Responses:

1. Adjusted ROIC Performance Stock Units granted on 02/26/2021. Payout based on 200% performance multiplier and all units vested on 02/22/2024. Threshold performance was not achieved under the terms of the rTSR Performance Stock Units also granted on 02/26/2021 and no Common Stock was earned or paid under this grant.

2. Shares withheld to meet tax liabilities associated with vesting of Performance Stock Units.

3. Each Performance Stock Unit converts into 1 share of Common Stock.

4. No expiration date.

5. Each Restricted Stock Unit converts to 1 share of Common Stock.

6. Restricted Stock Units vest 100% on the earlier of 12/31/2025 or the date a successor Chief Executive Officer commences employment with the Issuer.

7. Stock Options vest on the earlier of 12/31/2025 or the date a successor Chief Executive Officer commences employment with the Issuer.

Remarks:

	/s/ Stefanie M. Holland, Attorney-in-Fact	02/26/2024
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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