Albemarle (ALB) 10-K/A risk factor changes: FY2022 vs FY2021

For the fiscal year ended December 31, [removed: 2021][added: 2022]

The aggregate market value of the voting and non-voting common equity stock held by non-affiliates of the registrant was approximately [removed: $19.7] [added: $24.5] billion based on the last reported sale price of common stock on June 30, [removed: 2021,] [added: 2022,] the last business day of the registrant’s most recently completed second quarter.

Number of shares of common stock outstanding as of February [removed: 11, 2022: 117,036,615][added: 8, 2023: 117,197,977]

Portions of Albemarle Corporation’s definitive Proxy Statement for its [removed: 2022] [added: 2023] Annual Meeting of Shareholders [removed: to be] filed with the U.S. Securities and Exchange Commission [added: on March 21, 2023] pursuant to Regulation 14A under the Securities Exchange Act of 1934, as amended, are incorporated by reference into Part III of this Annual Report on Form 10-K.

On February [removed: 22, 2022,] [added: 15, 2023,] Albemarle Corporation (“Albemarle” or the “Company”) filed its Annual Report on Form 10-K for the year ended December 31, [removed: 2021] [added: 2022] with the Securities and Exchange Commission (the “Original Filing”).

This Amendment No. 1 also updates, amends and supplements Part IV, Item 15 of the [removed: Original Filing] [added: Form 10-K] to include, among other items, the filing of new Exhibits 31.1, 31.2, 32.1 and 32.2, certifications of our Chief Executive Officer and Chief Financial Officer, pursuant to [removed: Rule] [added: Rules] 13a-14(a) and [removed: (b).][added: (b) of the Securities and Exchange Act of 1934, as amended.]

This Amendment No. 1 consists solely of the preceding cover page, this explanatory note, [removed: Part I,] [added: the information required by] Item [removed: 2.][added: 15(c) of Form 10-K as provided in Exhibit 99.1, a signature page, the accountants’ consent for Windfield and certifications required to be filed as exhibits hereto.]

(a)(1) The following consolidated financial and informational statements of the registrant are included in Part II Item 8 of the Company’s Annual Report on Form 10-K filed on February [removed: 22, 2022:][added: 15, 2023:]

Consolidated Balance Sheets as of December 31, [removed: 2021] [added: 2022] and [removed: 2020][added: 2021]

Consolidated Statements of Income, Comprehensive Income, Changes in Equity and Cash Flows for the years ended December 31, [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019][added: 2020]

| | | | | | | The following documents are filed as exhibits to this Annual Report on Form 10-K/A (Amendment No.1) pursuant to Item 601 of Regulation S-K. These exhibits should be read in conjunction with Item 15 of the Company’s Annual Report on Form 10-K filed on February [removed: 22, 2022:] [added: 15, 2023:] | | | | | |

| [removed: [*31.1](https://www.sec.gov/Archives/edgar/data/915913/000091591322000079/exhibit3111231202110-ka.htm)] [added: [*31.1](https://www.sec.gov/Archives/edgar/data/915913/000091591323000097/exhibit3111231202210-ka.htm)] | | | | | | [Certification of Chief Executive Officer pursuant to Rule 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as [removed: amended.](https://www.sec.gov/Archives/edgar/data/915913/000091591322000079/exhibit3111231202110-ka.htm)] [added: amended.](https://www.sec.gov/Archives/edgar/data/915913/000091591323000097/exhibit3111231202210-ka.htm)] | | | | | |

| [removed: [*31.2](https://www.sec.gov/Archives/edgar/data/915913/000091591322000079/exhibit3121231202110-ka.htm)] [added: [*31.2](https://www.sec.gov/Archives/edgar/data/915913/000091591323000097/exhibit3121231202210-ka.htm)] | | | | | | [Certification of Chief Financial Officer pursuant to Rule 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as [removed: amended.](https://www.sec.gov/Archives/edgar/data/915913/000091591322000079/exhibit3121231202110-ka.htm)] [added: amended.](https://www.sec.gov/Archives/edgar/data/915913/000091591323000097/exhibit3121231202210-ka.htm)] | | | | | |

| [removed: [*32.1](https://www.sec.gov/Archives/edgar/data/915913/000091591322000079/exhibit3211231202110-ka.htm)] [added: [*32.1](https://www.sec.gov/Archives/edgar/data/915913/000091591323000097/exhibit3211231202210-ka.htm)] | | | | | | [Certification of Chief Executive Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/915913/000091591322000079/exhibit3211231202110-ka.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/915913/000091591323000097/exhibit3211231202210-ka.htm)] | | | | | |

| [removed: [*32.2](https://www.sec.gov/Archives/edgar/data/915913/000091591322000079/exhibit3221231202110-ka.htm)] [added: [*32.2](https://www.sec.gov/Archives/edgar/data/915913/000091591323000097/exhibit3221231202210-ka.htm)] | | | | | | [Certification of Chief Financial Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/915913/000091591322000079/exhibit3221231202110-ka.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/915913/000091591323000097/exhibit3221231202210-ka.htm)] | | | | | |

| *101 | | | | | | Interactive Data Files (Annual Report on Form 10-K, for the fiscal year ended December 31, [removed: 2021,] [added: 2022,] furnished in XBRL (eXtensible Business Reporting Language)). | | | | | |

This Amendment No. 1 to Form 10-K (“Amendment No. 1”) of Albemarle is being filed solely to amend Item 15(c) of Part IV of the Original Filing to include the separate financial statements of Windfield Holdings Pty Ltd (“Windfield”) as required under Rule 3-09 of Regulation S-X.

The financial statements of Windfield for its fiscal year ended December 31, 2022 were not available at the time the Company filed the Original Filing.

The required financial statements are now provided as Exhibit 99.1 to this Amendment No. 1.

Part IV, Item 15 is the only portion of the Company’s Annual Report on Form 10-K being supplemented or amended by this Form 10-K/A.

This Amendment No. 1 does not change any other information set forth in the Original Filing.

| [*23.6](https://www.sec.gov/Archives/edgar/data/915913/000091591323000097/exhibit2361231202210-ka.htm) | | | | | | [Consent of KPMG.](https://www.sec.gov/Archives/edgar/data/915913/000091591323000097/exhibit2361231202210-ka.htm) | | | | | |

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| [*99.1](https://www.sec.gov/Archives/edgar/data/915913/000091591323000097/exhibit9911231202210-ka.htm) | | | | | | [Financial Statements of Windfield Holdings Pty Ltd for the year ended December 31, 2022.](https://www.sec.gov/Archives/edgar/data/915913/000091591323000097/exhibit9911231202210-ka.htm) | | | | | |

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| *104 | | | | | | Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101). | | | | | |

(c) The financial statements of Windfield Holdings Pty Ltd included in Exhibit 99.1 for the year ended December 31, 2022 are filed as part of Item 15 of the Company's Annual Report on Form 10-K for the year ended December 31, 2022 and should be read in conjunction with the Company's consolidated financial statements filed with the Company’s Annual Report on Form 10-K filed on February 15, 2023.

Dated: April 21, 2023

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This Amendment No. 1 to Form 10-K/A (“Amendment No. 1”) of Albemarle is being filed solely to amend the Aggregate Annual Production table, within the Mineral Properties section, of Part I, Item 2.

Properties of the Original Filing.

The table included in the Original Filing contained inadvertent errors in the amount of lithium production for each of the years ended December 31, 2021, 2020 and 2019.

The amounts in the amended Aggregate Production table included herewith have been corrected and presented on a lithium carbonate equivalent (“LCE”) basis.

Except as described above, this Amendment No. 1 does not amend, update or change any other information set forth in the Original Filing (including in the consolidated financial statements included therein) and does not reflect or purport to reflect any information or events occurring after the original filing date or modify or update those disclosures affected by subsequent events.

Accordingly, this Amendment No. 1 should be read in conjunction with the Original Filing and the Company’s other filings with the Securities and Exchange Commission.

Properties, a signature page and certifications required to be filed as exhibits hereto.

PART I

| Item 2. | | | Properties. | | |

We operate globally, with our principal executive offices located in Charlotte, North Carolina and regional shared services offices located in Budapest, Hungary and Dalian, China.

Each of these properties are leased.

We and our affiliates also operate regional sales and administrative offices in various locations throughout the world, which are generally leased.

We believe that our production facilities, research and development facilities, and sales and administrative offices are generally well maintained, effectively used and are adequate to operate our business.

During 2021, the Company’s manufacturing plants operated at approximately 86% capacity, in the aggregate.

Set forth below is information regarding our production facilities operated by us and our affiliates.

Additional details regarding our significant mineral properties can be found below the table.

| Location | | | | | | | | | | | | Principal Use | | | | | | Owned/Leased | | |

| Lithium | | | | | | | | | | | | | | | | | | | | |

| Chengdu, China | | | | | | | | | | | | Production of lithium carbonate and technical and battery-grade lithium hydroxide | | | | | | Owned | | |

| Greenbushes, Australia(a) | | | | | | | | | | | | Production of lithium spodumene minerals and lithium concentrate | | | | | | Owned(e) | | |

| Kemerton, Australia(a)(b) | | | | | | | | | | | | Production of lithium carbonate and technical and battery-grade lithium hydroxide | | | | | | Owned(e) | | |

| Kings Mountain, NC | | | | | | | | | | | | Production of technical and battery-grade lithium hydroxide, lithium salts and battery-grade lithium metal products | | | | | | Owned | | |

| La Negra, Chile | | | | | | | | | | | | Production of technical and battery-grade lithium carbonate and lithium chloride | | | | | | Owned | | |

| Langelsheim, Germany | | | | | | | | | | | | Production of butyllithium, lithium chloride, specialty products, lithium hydrides, cesium and special metals | | | | | | Owned | | |

| New Johnsonville, TN | | | | | | | | | | | | Production of butyllithium and specialty products | | | | | | Owned | | |

| Salar de Atacama, Chile(a) | | | | | | | | | | | | Production of lithium brine and potash | | | | | | Owned(f) | | |

| Silver Peak, NV(a) | | | | | | | | | | | | Production of lithium brine, technical-grade lithium carbonate and lithium hydroxide | | | | | | Owned | | |

| Taichung, Taiwan | | | | | | | | | | | | Production of butyllithium | | | | | | Owned | | |

| Wodgina, Australia(a)(c) | | | | | | | | | | | | Production of lithium spodumene minerals and lithium concentrate | | | | | | Owned and leased(e) | | |

| Xinyu, China | | | | | | | | | | | | Production of lithium carbonate and technical and battery-grade lithium hydroxide | | | | | | Owned | | |

| Bromine | | | | | | | | | | | | | | | | | | | | |

| Baton Rouge, LA | | | | | | | | | | | | Research and product development activities, and production of flame retardants | | | | | | Leased | | |