LyondellBasell Industries Form 4 / Len Blavatnik 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^*

AI INVESTMENTS HOLDINGS LLC

(Last)

(First)

(Middle)

C/O ACCESS INDUSTRIES, INC.

40 WEST 57TH STREET, 28TH FLOOR

(Street)

NEW YORK

10019

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
LyondellBasell Industries N.V. [ LYB ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
12/01/2022

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

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

	Form filed by One Reporting Person
X	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Ordinary shares	12/01/2022		S⁽¹⁾		511,123	D	$84.6771⁽²⁾	6,751,081	I⁽³⁾⁽⁴⁾⁽⁵⁾	By LLC
Ordinary shares	12/01/2022		S⁽¹⁾		186,135	D	$85.9281⁽⁶⁾	6,564,946	I⁽³⁾⁽⁴⁾⁽⁵⁾	By LLC
Ordinary shares	12/01/2022		S⁽¹⁾		393	D	$84.6771⁽²⁾	41,197,340	I⁽³⁾⁽⁷⁾	By LLC
Ordinary shares	12/01/2022		S⁽¹⁾		143	D	$85.9281⁽⁶⁾	41,197,197	I⁽³⁾⁽⁷⁾	By LLC
Ordinary shares	12/01/2022		S⁽¹⁾		108	D	$84.6771⁽²⁾	766,672	D⁽³⁾⁽⁸⁾
Ordinary shares	12/01/2022		S⁽¹⁾		39	D	$85.9281⁽⁶⁾	766,633	D⁽³⁾⁽⁸⁾
Ordinary shares	12/01/2022		S⁽¹⁾		236	D	$84.6771⁽²⁾	68,831	I⁽³⁾⁽⁴⁾⁽⁹⁾⁽¹⁰⁾	By partnership
Ordinary shares	12/01/2022		S⁽¹⁾		86	D	$85.9281⁽⁶⁾	68,745	I⁽³⁾⁽⁴⁾⁽⁹⁾⁽¹⁰⁾	By partnership
Ordinary shares	12/01/2022		S⁽¹⁾		26	D	$84.6771⁽²⁾	3,366	I⁽³⁾⁽⁴⁾⁽⁹⁾⁽¹¹⁾	By partnership
Ordinary shares	12/01/2022		S⁽¹⁾		9	D	$85.9281⁽⁶⁾	3,357	I⁽³⁾⁽⁴⁾⁽⁹⁾⁽¹¹⁾	By partnership
Ordinary shares	12/02/2022		S⁽¹⁾		728,912	D	$84.8482⁽¹²⁾	5,836,034	I⁽³⁾⁽⁴⁾⁽⁵⁾	By LLC
Ordinary shares	12/02/2022		S⁽¹⁾		561	D	$84.8482⁽¹²⁾	41,196,636	I⁽³⁾⁽⁷⁾	By LLC
Ordinary shares	12/02/2022		S⁽¹⁾		154	D	$84.8482⁽¹²⁾	766,479	D⁽³⁾⁽⁸⁾
Ordinary shares	12/02/2022		S⁽¹⁾		337	D	$84.8482⁽¹²⁾	68,408	I⁽³⁾⁽⁴⁾⁽⁹⁾⁽¹⁰⁾	By partnership
Ordinary shares	12/02/2022		S⁽¹⁾		36	D	$84.8482⁽¹²⁾	3,321	I⁽³⁾⁽⁴⁾⁽⁹⁾⁽¹¹⁾	By partnership
Ordinary shares								3,269,099	I⁽³⁾⁽¹³⁾	By LLC
Ordinary shares								182,395	I⁽³⁾⁽⁴⁾⁽¹⁴⁾	By LLC
Ordinary shares								16,000,000	I⁽³⁾⁽¹⁵⁾	By partnership

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

1. Name and Address of Reporting Person^*

AI INVESTMENTS HOLDINGS LLC

(Last)

(First)

(Middle)

C/O ACCESS INDUSTRIES, INC.

40 WEST 57TH STREET, 28TH FLOOR

(Street)

NEW YORK

10019

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Access Industries Holdings LLC

(Last)

(First)

(Middle)

C/O ACCESS INDUSTRIES, INC.

40 WEST 57TH STREET, 28TH FLOOR

(Street)

NEW YORK

10019

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

ACCESS INDUSTRIES, LLC

(Last)

(First)

(Middle)

C/O ACCESS INDUSTRIES, INC.

40 WEST 57TH STREET, 28TH FLOOR

(Street)

NEW YORK

10019

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

ACCESS INDUSTRIES MANAGEMENT, LLC

(Last)

(First)

(Middle)

C/O ACCESS INDUSTRIES, INC.

40 WEST 57TH STREET, 28TH FLOOR

(Street)

NEW YORK

10019

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Blavatnik Len

(Last)

(First)

(Middle)

C/O ACCESS INDUSTRIES, INC.

40 WEST 57TH STREET, 28TH FLOOR

(Street)

NEW YORK

10019

(City)

(State)

(Zip)

Explanation of Responses:

1. The reporting persons' sales of ordinary shares reported herein are matchable under Section 16(b) of the Securities Exchange Act of 1934, as amended, to the extent of 4,000 shares, with the reporting persons' or their affiliate's purchase of 4,000 shares on November 1, 2022. The reporting persons previously made arrangements with LyondellBasell Industries N.V. to voluntarily disgorge an aggregate of $37,197.89 to LyondellBasell Industries N.V. in connection with matchable sales on November 15, 2022, representing the full amount of the profit realized in connection with such short-swing transactions, less transaction costs. Because the sales reported herein occurred at a price lower than the price the reporting persons sold at on November 15, 2022, there are no additional recoverable profits subject to disgorgement in connection with these transactions.

2. The price reported in Column 4 is a weighted average sales price of the ordinary shares. The ordinary shares were sold in multiple transactions ranging from $84.50 to $85.49, inclusive. The reporting persons undertake to provide to LyondellBasell Industries N.V., any security holder of LyondellBasell Industries N.V., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of ordinary shares sold at each separate price within the ranges set forth in this footnote to this Form 4.

3. Each of the reporting persons (other than the direct holder) disclaims beneficial ownership of these securities, except to the extent of its or his pecuniary interest therein, and this Form shall not be construed as an admission that any such reporting person is the beneficial owner of any such securities.

4. Because of their relationships with the other reporting persons, each of Access Industries Holdings LLC, Access Industries, LLC and Access Industries Management, LLC may be deemed to beneficially own the ordinary shares held directly by Altep 2010 L.P. ("Altep 2010"), Altep 2014 L.P. ("Altep 2014"), AI Altep Investments LLC (formerly AI New Holdings LLC) and AI Chemical Holdings LLC (formerly, AI New Holdings 2 LLC) ("AICH"). Each of the reporting persons, and each of their affiliated entities and the officers, partners, members, and managers thereof, disclaims beneficial ownership of the ordinary shares held directly by each of Altep 2010, Altep 2014, AI Altep Investments LLC and AI Chemical Holdings LLC.

5. The securities reported are held directly by AICH and and may be deemed to be indirectly beneficially owned by Access Industries Management, LLC, Access Industries Holdings LLC and Len Blavatnik because Mr. Blavatnik controls Access Industries Management, LLC, Access Industries Holdings LLC owns a majority of the outstanding voting interests in RSB 2 Limited which is the sole member of AICH, and Access Industries Management, LLC controls AICH and Access Industries Holdings LLC.

6. The price reported in Column 4 is a weighted average sales price of the ordinary shares. The ordinary shares were sold in multiple transactions ranging from $85.50 to $86.36, inclusive. The reporting persons undertake to provide to LyondellBasell Industries N.V., any security holder of LyondellBasell Industries N.V., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of ordinary shares sold at each separate price within the ranges set forth in this footnote to this Form 4.

7. The securities reported are held directly by LYB Holdco LLC (formerly AI International Chemicals LLC) ("LYB Holdco") and may be deemed to be indirectly beneficially owned by AI Investments Holdings LLC ("AIIH"), Access Industries, LLC, Access Industries Holdings LLC, Access Industries Management, LLC and Len Blavatnik because AIIH holds a majority of the outstanding voting interests in LYB Holdco, Access Industries Holdings LLC controls a majority of the outstanding voting interests in AIIH, Access Industries, LLC controls a majority of the outstanding voting interests in Access Industries Holdings LLC, Access Industries Management, LLC controls Access Industries, LLC, Access Industries Holdings LLC, AIIH and LYB Holdco, and Mr. Blavatnik controls Access Industries Management, LLC and a majority of the outstanding voting interests in Access Industries, LLC.

8. The securities reported are held directly by AIIH and may be deemed to be indirectly beneficially owned by Access Industries, LLC, Access Industries Holdings LLC, Access Industries Management, LLC and Len Blavatnik because Access Industries Holdings LLC controls a majority of the outstanding voting interests in AIIH, Access Industries, LLC controls a majority of the outstanding voting interests in Access Industries Holdings LLC, Access Industries Management, LLC controls Access Industries, LLC, Access Industries Holdings LLC and AIIH, and Mr. Blavatnik controls Access Industries Management, LLC and a majority of the outstanding voting interests in Access Industries, LLC.

9. Len Blavatnik may be deemed to indirectly beneficially own the ordinary shares held directly by Altep 2010 and Altep 2014 because he controls AI Altep Holdings, Inc. and AI Altep Holdings, Inc. is the general partner of each of Altep 2010 and Altep 2014.

10. The securities reported are held directly by Altep 2014.

11. The securities reported are held directly by Altep 2010.

12. The price reported in Column 4 is a weighted average sales price of the ordinary shares. The ordinary shares were sold in multiple transactions ranging from $84.50 to $85.12, inclusive. The reporting persons undertake to provide to LyondellBasell Industries N.V., any security holder of LyondellBasell Industries N.V., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of ordinary shares sold at each separate price within the ranges set forth in this footnote to this Form 4.

13. The securities reported are held directly by AIPH Holdings LLC ("AIPH") and may be deemed to be indirectly beneficially owned by Access Industries, LLC, Access Industries Holdings LLC, Access Industries Management, LLC and Len Blavatnik because Access Industries Holdings LLC controls a majority of the outstanding voting interests in AIPH, Access Industries, LLC controls a majority of the outstanding voting interests in Access Industries Holdings LLC, Access Industries Management, LLC controls Access Industries, LLC, Access Industries Holdings LLC and AIPH and Mr. Blavatnik controls Access Industries Management, LLC and a majority of the outstanding voting interests in Access Industries, LLC.

14. The securities reported are held directly by AI Altep Investments LLC and may be deemed to be indirectly beneficially owned by Len Blavatnik because he controls AI Altep Holdings, Inc. and AI Altep Holdings, Inc. holds all of the outstanding voting interests in AI Altep Investments LLC.

15. The securities reported are held directly by AI European Holdings L.P. ("AIEH") and may be deemed to be indirectly beneficially owned by Access Industries Holdings LLC, Access Industries, LLC, Access Industries Management, LLC, and Len Blavatnik because Access Industries Holdings LLC, Access Industries, LLC and Access Industries Management, LLC control, or hold a majority of the outstanding voting interests in, entities that directly or indirectly control AIEH, Access Industries, LLC controls a majority of the outstanding voting interests in Access Industries Holdings LLC, Access Industries Management, LLC controls Access Industries, LLC and Access Industries Holdings LLC and Mr. Blavatnik controls Access Industries Management, LLC and a majority of the outstanding voting interests in Access Industries, LLC.

Remarks:

	/s/ Alejandro Moreno for AI Investments Holdings LLC	12/05/2022
	/s/ Alejandro Moreno for Access Industries Holdings LLC	12/05/2022
	/s/ Alejandro Moreno for Access Industries, LLC	12/05/2022
	/s/ Alejandro Moreno for Access Industries Management, LLC	12/05/2022
	/s/ Alejandro Moreno, as Attorney-in-Fact for Mr. Blavatnik	12/05/2022
	** Signature of Reporting Person	Date
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LyondellBasell Industries (LYB) Form 4LyondellBasell Industries / Len Blavatnik ownership change