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

We conduct a substantial portion of our business outside the U.S., with approximately [removed: 78%] [added: 88%] of our sales to foreign countries.

We currently have many [removed: production facilities,] [added: production,] research and development and administrative [removed: facilities,] [added: facilities] as well as sales offices located outside the U.S., as detailed in Item 2.

- increased regulations on, or reduced access to, [removed: scare] [added: scarce] resources, such as freshwater;

- trade sanctions by or against [removed: these] [added: foreign] countries [added: in which we do business] could result in our losing access to customers and suppliers in those countries;

In addition, certain of our [removed: operations,] [added: operations] and [removed: we have] ongoing capital [removed: projects,] [added: projects are] in regions of the world such as [added: Asia,] the Middle East and South [removed: America,] [added: America] that are of high risk due to significant civil, political and security instability.

Furthermore, we are subject to rules and regulations related to anti-bribery and [removed: anti-trust] [added: antitrust] prohibitions of the U.S. and other countries, as well as export controls and economic embargoes, violations of which may carry substantial penalties.

As a result, we must commit substantial resources each year to research and [removed: development.]

There is no assurance that we will be able to continue to identify, develop, market and, in certain cases, secure regulatory approval [removed: for,] [added: for] innovative products in a timely manner or at all, as may be required to replace or enhance existing products, and any such inability could have a material adverse effect on our profit margins and our competitive position.

The development and adoption of new battery technologies that rely on inputs other than lithium [removed: compounds,] [added: compounds] could significantly impact our prospects and future revenues.

For example, over the past decade, there has been increasing scrutiny of certain brominated [removed: flame retardants] [added: fire safety solutions] by regulatory authorities, legislative bodies and environmental interest groups in various countries.

We manufacture a broad range of brominated [removed: flame retardant] [added: fire safety solution] products, which are used in a variety of applications to protect people, property and the environment from injury and damage caused by fire.

Agencies in the European Union (“E.U.”) continue to evaluate the risks to human health and the environment associated with certain brominated [removed: flame retardants] [added: fire safety solutions] such as tetrabromobisphenol A and decabromodiphenylethane, both of which we manufacture.

Additional government regulations, including limitations or bans on the use of brominated flame retardants, could result in a decline in our net sales of brominated [removed: flame retardants] [added: fire safety solutions] and have an adverse effect on our sales and profitability.

In addition, the threat of additional regulation or concern about the impact of brominated [removed: flame retardants] [added: fire safety solutions] on human health or the environment could lead to a negative reaction in our markets that could reduce or eliminate our markets for these products, which could have an adverse effect on our sales and profitability.

Our significant manufacturing presence and sales activities in the E.U. [removed: requires] [added: require] significant compliance costs and may result in increases in the costs of raw materials we purchase and the products we sell.

Our products [removed: provide] [added: enable] important performance attributes to our customers’ products.

[removed: Accordingly, these hazards and their consequences could adversely affect our reputation and] have a material adverse effect on our operations as a whole, including our results of operations and cash flows, both during and after the period of operational difficulties.

As first reported in 2018, following receipt of information regarding potential improper payments being made by third-party sales representatives of our Refining Solutions business, within our Catalysts segment, we promptly retained outside counsel and forensic accountants to investigate potential violations of the Company’s Code of Conduct, the [removed: FCPA,] [added: Foreign Corrupt Practices Act,] and other potentially applicable laws.

We have commenced discussions with the [removed: SEC] [added: SEC, DOJ and DPP] about a potential [removed: resolution.][added: resolution of these matters.]

[removed: An] [added: However, an] adverse resolution could have a material adverse effect on our results of operations in a particular period.

Our inability to protect our intellectual property rights, or being accused of infringing on intellectual property rights of third [removed: parties,*,*] [added: parties,] could have a material adverse effect on our business, financial condition and results of operations.

We endeavor to license or otherwise obtain intellectual [removed: property rights on terms favorable to us.]

To the extent that such development, adoption and growth do not occur in the volume and/or manner that we contemplate, including for reasons described under the heading “The development of non-lithium battery technologies could adversely affect us,” above, the long-term growth in the [removed: markets for lithium products may be adversely affected, which would have a material adverse effect on our business, financial condition and operating results.]

Demand and market prices for lithium will greatly affect the value of our investment in our lithium resources and our [removed: ability to develop it successfully.][added: revenues and profitability generally.]

As of December 31, [removed: 2021,] [added: 2022,] we had approximately [removed: 6,000] [added: 7,400] employees, including employees of our consolidated joint ventures.

Approximately [removed: 46%] [added: 30%] of these employees are represented by unions or works councils.

In that case, our results of operations may be adversely affected and we may be required to materially change the level of our commitment to the joint [removed: venture.]

Construction of large chemical operations is subject to numerous risks and uncertainties, including, among others, the ability to complete a project on a timely basis and in accordance with the estimated budget for such [removed: project] [added: projects] and our ability to estimate future demand for our products.

The failure to comply with these or other covenants governing other indebtedness, including indebtedness incurred in the future, could result in an event of default, which, if not cured or waived, could have a material adverse effect on our business, financial condition and results of operations, including cross-defaults to [added: other debt facilities.]

The primary currencies to which we have exposure are the [removed: E.U. Euro, Japanese Yen,] Chinese Renminbi, [added: Euro,] Australian [removed: Dollar and] [added: Dollar,] Chilean [removed: Peso.][added: Peso and Japanese Yen.]

With respect to our potential exposure to foreign currency fluctuations and devaluations, for the year ended December 31, [removed: 2021,] [added: 2022,] approximately [removed: 27%] [added: 29%] of our net sales were denominated in currencies other than the U.S. Dollar.

Future adjustments (either increases or [removed: decreases),] [added: decreases)] to the deferred tax asset valuation allowance are determined based upon changes in the expected realization of the net deferred tax assets.

We anticipate approximately [removed: $10] [added: $12] million of required cash contributions during [removed: 2022] [added: 2023] for our defined benefit pension plans.

Additional voluntary pension contributions in and after [removed: 2022] [added: 2023] may vary depending on factors such as asset returns, interest rates, and legislative changes.

Any such additional indebtedness and the related debt service obligations [added: (whether or not arising from acquisitions)] could have important consequences and risks for us, including:

The theft, unauthorized use or publication of our intellectual property and/or confidential business information could harm our competitive position, reduce the value of our investment in research and development and other strategic initiatives or otherwise [removed: adversely affect our business.]

The COVID-19 [removed: pandemic] [added: pandemic, and any future pandemic,] could have a material adverse effect on our results of operations, financial position, and cash flows.

While we have not experienced a material impact [added: as a result of the COVID-19 pandemic] to date, the ultimate extent to which [removed: it impacts] [added: the COVID-19 pandemic and any future pandemics impact] our business, results of operations, financial position, and cash flows is difficult to predict and dependent upon many factors over which we have no control.

Furthermore, the potential impact of climate change and related [removed: regulation] [added: regulation, market trends or litigation] on [removed: our customers] [added: the Company] is highly uncertain and there can be no assurance that it will not have an adverse effect on our financial condition and results of operations.

Because we conduct substantial operations in China, risks associated with regulatory activity and political and social events in China could negatively affect our business and operating results.

In 2022, net sales shipped to China represented 33% of our total net sales.

Additionally, we own three production facilities located in China and are in the process of constructing a lithium conversion plant in Meishan, China.

In addition to the risks described above under “*Our substantial international operations subject us to risks of doing business in foreign countries, which could adversely affect our business, financial condition and results of operations.*”, our operations in China expose us to risks particular to conducting business in that country.

For example, over the past several years the U.S. and China have applied tariffs to certain of each other’s exports, which have resulted in shifting trade flows and restrictions on certain sales of goods into China.

Additionally, geopolitical disputes (including as a result of China-Taiwan and U.S.-Taiwan relations) between the U.S. and China may lead to further restrictions on trade and/or obstacles to conducting business in China.

Recently, Australia

and China have attempted to improve relations and resolve trade disputes.

As we ship a significant portion of our lithium from Australia into China for further processing, tensions or a breakdown in relations between the countries could have a material impact on our operations.

Furthermore, the Chinese government has, from time to time, curtailed manufacturing operations, with little or no notice, in industrial regions out of growing concern over air quality and in response to COVID-19 outbreaks.

The Chinese government has also instituted energy intensity and energy consumption targets in a number of provinces in its efforts to reduce energy consumption, resulting in energy quotas and shortages in energy supply that can be disruptive to construction and manufacturing operations.

These and other risks may have an adverse effect on our sales to Chinese customers and/or result in our not realizing a return on, or losing some, or all, of our strategic investments in China.

development.

Accordingly, these hazards and their consequences could adversely affect our reputation and

For example, in 2021, we agreed to pay $665 million to settle claims related to a legacy Rockwood Holdings, Inc. (“Rockwood”) business sold to a third party prior to our acquisition of Rockwood in 2015.

We do not believe, however, that any such fines, penalties, disgorgement, equitable relief, or other losses would have a material adverse effect on our financial condition or liquidity.

property rights on terms favorable to us.

markets for lithium products may be adversely affected, which would have a material adverse effect on our business, financial condition and operating results.

We have resumed spodumene concentrate production at the Wodgina mine, but there are no assurances that we will not idle production at the Wodgina mine or one of our other mines in the future due to lack of market demand or for other reasons.

In addition, we have renegotiated certain of our long-term agreements to include higher pricing that is more reflective of current market conditions.

In other cases, we have moved from our previous fixed-price, long-term agreements toward index-referenced and variable-priced contracts.

As a result, our Lithium business is more aligned with changes in market and index pricing than it has been in the past.

While lithium market indices have increased 70% to 200% since the start of 2022, they may decline in the future, and any such decline could have a material and adverse effect on the revenues and profitability of our Lithium business and on our company generally.

In addition, the U.S. and other regions in which we operate are experiencing an acute workforce shortage for skilled workers, which in turn has created a hyper-competitive wage environment that may impact our ability to attract and retain employees.

venture.

The realignment of our former Lithium, Bromine and Catalysts segments into our Energy Storage, Specialties and Ketjen (Catalysts) segments may not benefit us as we expect or result in an improvement in our operating results.

In August 2022, we announced plans to realign our Lithium and Bromine global business units into a new corporate structure designed to better meet customer needs and foster talent required to deliver in a competitive global environment.

In addition, we announced our decision to retain our Catalysts business under a separate, wholly-owned subsidiary.

Effective January 1, 2023, we realigned our Lithium and Bromine global business units into new Energy Storage and Specialties segments.

Energy Storage focuses on the lithium-ion battery evolution and the transition to clean energy.

Specialties combines the former Bromine business with the Lithium specialties business.

We also reorganized our former Catalysts business unit into a wholly-owned subsidiary branded as Ketjen.

If we do not manage this reorganization and the consequent realignment of responsibilities effectively, or if this new organization does not provide better service and products to our customers, then our overall business could suffer with an adverse impact on our financial condition and results of operations.

We will continue to report our segments in the current structure until our Quarterly Report on Form 10-Q for the quarter ended March 31, 2023, the period in which the new organizational structure became effective.

Inflationary trends in the price of our input costs, such as raw materials, transportation and energy, could adversely affect our business and financial results.

We have experienced, and may continue to experience, volatility and increases in the price of certain raw materials and in transportation and energy costs as a result of global market and supply chain disruptions and the broader inflationary environment.

For example, results for our Catalysts segment have been negatively impacted in 2022 as a result of inflationary pressures in freight and input costs, including as a result of the volatility of natural gas pricing in Europe related to the war in Ukraine.

If we are unable to increase the prices to our customers of our products to offset inflationary cost trends, or if we are unable to achieve cost savings to offset such cost increases, we could fail to meet our cost expectations, and our profits and operating results could be adversely affected.

Our ability to price our products competitively to timely reflect higher input costs is critical to maintain and grow our sales.

Increases in prices of our products to customers or the impact of the broader inflationary environment on our customers and may lead to declines in demand and sales volumes.

In October 2021, MARBL announced its intention to resume spodumene concentrate production at the Wodgina mine, with the production restart expected during the second quarter of 2022, but there are no assurances that the mine will be put back into production in that time frame or at all.

Delays in putting the mine into production, as well as continued fluctuations in demand for and pricing of lithium and related products may affect the value of our investment in Wodgina and our value as a whole.

other debt facilities.

We may be subject to increased tax exposure resulting from Rockwood pre-acquisition periods.

Under the terms of certain purchase agreements, third party sellers have agreed to substantially indemnify us for tax liabilities pertaining to periods prior to our 2015 acquisition of Rockwood Holdings Inc. (“Rockwood”).

These indemnity obligations will continue generally until the applicable statutes of limitations expire.

To the extent that such companies fail to indemnify or satisfy their obligations, or if any amount is not covered by the terms of the indemnity, our earnings could be negatively impacted in future periods through increased tax expense.

The COVID-19 pandemic has created significant uncertainty and economic disruption.

The Company has taken, and plans to continue to take, certain measures to maintain financial flexibility, including reducing debt balances with an underwritten public offering of its common stock and implementing a cost savings initiative, while still protecting our employees and customers.

However, if conditions caused by the COVID-19 pandemic worsen, the Company may not be able to maintain compliance with its financial covenants and could be required to seek additional amendments to the Credit Agreements.

If the Company were not able to obtain any such necessary additional amendments, that would lead to an event of default and its lenders could require the Company to repay its outstanding debt.

In that situation, the Company may not be able to raise sufficient debt or equity capital, or divest assets, to refinance or repay the lenders.

Some of the information presented in this Annual Report on Form 10-K, including the documents incorporated by [removed: reference,] [added: reference herein,] may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.

- future acquisition and divestiture transactions, including the ability to successfully execute, operate and integrate acquisitions and [removed: divestitures;][added: divestitures and incurring additional indebtedness;]

- the inability to maintain current levels of [added: insurance, including] product or premises liability [removed: insurance] [added: insurance,] or the denial of such coverage;

- changes in the jurisdictional mix of our earnings and changes in tax laws and [removed: rates;][added: rates or interpretation;]

- technology or intellectual property infringement, including [removed: through] cyber-security breaches, and other innovation risks;

- [added: continuing] uncertainties as to the duration and impact of the [removed: COVID-19 pandemic;] [added: novel coronavirus (“COVID-19”) pandemic] and [added: any future pandemic;]

- the other factors detailed from time to time in the reports we file with the [removed: U.S.] SEC.

The following is a discussion and analysis of our results of operations for the years ended December 31, [removed: 2021, 2020] [added: 2022, 2021] and [removed: 2019.][added: 2020.]

For example, our Lithium business contributes to the growth of clean miles driven with electric [removed: miles] [added: vehicles] and more efficient use of renewable energy through grid storage; Bromine enables the prevention of fires starting in electronic equipment, greater fuel efficiency from rubber tires and the reduction of emissions from coal fired power plants; and the Catalysts business creates efficiency of natural resources through more usable products from a single barrel of oil, enables safer, greener production of alkylates used to produce more environmentally-friendly fuels, and reduced emissions through cleaner transportation fuels.

We believe our disciplined cost reduction efforts and ongoing productivity improvements, among other factors, position us well to [added: take advantage of strengthening economic conditions as they occur, while softening the negative impact of the current challenging global economic environment.]

- In the first quarter of [removed: 2021,] [added: 2022,] we increased our quarterly dividend for the [removed: 28th] [added: 29th] consecutive year, to [removed: $0.39] [added: $0.395] per share.

[removed: As a result, we] [added: During the year ended December 31, 2022, the Company] recorded a loss on early extinguishment of debt of [removed: $29.0 million,] [added: $19.2 million in Interest and financing expenses,] representing the tender premiums, fees, unamortized discounts and unamortized deferred financing costs from the redemption of [removed: this debt during 2021.][added: the 2024 Notes.]

[removed: - On September 30, 2021,] [added: *•*In October 2022,] we [removed: signed a definitive agreement to acquire] [added: completed the acquisition of] all of the outstanding equity of [removed: Tianyuan,] [added: Qinzhou,] for approximately $200 million in cash.

[removed: Tianyuan's] [added: Qinzhou's] operations include a recently constructed lithium processing plant [removed: with a] [added: that has] designed annual conversion capacity of up to 25,000 metric tons of LCE [removed: per year.][added: and is capable of producing battery-grade lithium carbonate and lithium hydroxide.]

[removed: In addition, 2021] [added: | •2022 expense related to cost overruns for MRL’s 40% interest in lithium hydroxide conversion assets being built in Kemerton, Western Australia •2021] included a [added: gain of $428.4 million resulting from the sale of the FCS business on June 1, 2021 •A] $132.4 million expense related to [added: cost overruns for] MRL’s 40% interest in [removed: cost overruns of the] lithium hydroxide conversion assets being built in Kemerton [removed: included as part of the Wodgina purchase price.][added: in 2021 | | | | | | | | | | | | | | | | | | | | | | | |]

- Cash flows from operations in [removed: 2021] [added: 2022] were [added: $1.9 billion compared to] $344.3 [removed: million.][added: million in 2021.]

In particular, the market for lithium battery and energy storage, particularly [removed: that] for electric vehicles (“EVs”), remains strong, [added: providing the opportunity to continue to develop high quality and innovative products while managing the high cost of expanding capacity.]

[removed: Lithium: We expect results to be higher year-over-year during 2022 in Lithium, due mainly to] [added: The] increased [added: sales] volume [added: is primarily expected] from new capacity coming on line from La Negra, Chile, [removed: Train 1 in] Kemerton, Western Australia, and the [removed: expected] [added: recently completed] acquisition of [removed: Tianyuan,] [added: Qinzhou,] which includes a lithium hydroxide conversion plant designed to produce up to 25,000 metric tons of LCE per year.

We [removed: also] announced agreements for [added: a] strategic [removed: investments] [added: investment] in China with plans to build [removed: two] [added: a battery grade] lithium [removed: hydroxide] conversion [removed: plants, each] [added: plant in Meishan] initially targeting 50,000 metric tons [added: of LCE] per year.

This demand for lithium is supported by a favorable backdrop of steadily declining [removed: lithium ion] [added: lithium-ion] battery costs, increasing battery performance, continuing significant investments in the battery and EV supply chain by cathode and battery [removed: producers,] [added: producers] and automotive [removed: OEM’s,] [added: OEMs and] favorable global public policy toward e-mobility/renewable energy [removed: usage, and additional stimulus measures taken in Europe in light of the COVID-19 pandemic that we expect to strengthen EV demand.][added: usage.]

[removed: Bromine:] [added: Specialties:] We expect both net sales and profitability to [removed: be modestly higher] [added: increase] in [removed: 2022] [added: 2023] due to strength in demand [removed: for flame retardants, as well as benefiting] [added: across our product portfolio that benefits] from diverse end markets.

Volumes are expected to [removed: up slightly] [added: increase] compared to [removed: full year 2021] [added: 2022] due to the [added: continued] successful execution of growth [removed: projects in 2021] [added: projects,] assuming continued availability of raw materials like chlorine.

[removed: Bromine’s] [added: In addition, Specialties’] ongoing cost savings initiatives and higher pricing are expected to offset higher freight and raw material [removed: costs.][added: costs such as lithium chloride.]

The combination of our solid, long-term business fundamentals, strong cost position, product innovations and effective management of raw material costs [removed: will] [added: should] enable us to manage our business through end-market challenges and to capitalize on opportunities that are expected with favorable market trends in select end markets.

[removed: Volumes are] [added: Volume is] expected to grow across each of the [removed: Catalysts products.][added: Ketjen businesses.]

The fluidized catalytic cracking (“FCC”) market [removed: is expected to gradually recover] [added: has recovered] from the COVID-19 pandemic [removed: in line with] [added: as a result of] increased travel and depletion of global gasoline [removed: inventories, however, demand may not return to normal levels until late 2022 or 2023 at the earliest.][added: inventories.]

On a longer-term basis, we believe increased global demand for transportation fuels, new refinery start-ups and ongoing adoption of cleaner fuels will be the primary drivers of growth in our [removed: Catalysts] [added: Ketjen] business.

With superior technology and production capacities, and expected growth in end market demand, we believe that [removed: Catalysts] [added: Ketjen] remains well-positioned for the future.

In [removed: PCS,] [added: performance catalyst solutions (“PCS”),] we expect growth on a longer-term basis in our organometallics business due to growing global demand for plastics driven by rising standards of living and infrastructure spending.

We expect our global effective tax rate will vary based on the locales in which income is actually earned and remains subject to potential volatility from changing legislation in the [removed: U.S.] [added: United States, such as the Inflation Reduction Act] and [added: the CHIPS and Science Act of 2022, and] other tax jurisdictions.

Results for the year ended December 31, [removed: 2021] [added: 2022] include an actuarial gain of [removed: $56.9] [added: $37.0] million [removed: ($43.6] [added: ($26.5] million after income taxes), as compared to a loss of [removed: $52.3] [added: $56.9] million [removed: ($40.9] [added: ($43.6] million after income taxes) for the year ended December 31, [removed: 2020.][added: 2021.]

Discussion of our results of operations for the year ended December 31, [removed: 2020] [added: 2021] compared to the year ended December 31, [removed: 2019] [added: 2020] can be found in Part II, Item 7 of our Annual Report on Form 10-K for the year ended December 31, [removed: 2020.][added: 2021.]

Comparison of [removed: 2021] [added: 2022] to [removed: 2020][added: 2021]

| *In thousands* | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | | | | | $ Change | | | | | | % Change | | |

| [removed: •$177.1] [added: •$3.5 billion of favorable pricing from each of our businesses, primarily in Lithium •$698.6] million of higher sales volume from [removed: reportable segments,] [added: each of our businesses,] primarily in Lithium [removed: and Bromine, partially offset by Catalysts •$129.9 million of favorable pricing from reportable segments, driven by Bromine and Lithium, partially offset by Catalysts •$146.0] [added: •$75.1] million decrease in net sales following the sale of the FCS business on June 1, 2021 [removed: •$38.2] [added: •$177.8] million of [removed: favorable] [added: unfavorable] currency translation resulting from the [removed: weaker] [added: stronger] U.S. Dollar against various currencies | | | | | | | | | | | | | | | | | | | | | | | |

| Gross profit margin | | | [removed: 30.0] [added: 42.0] | | % | | | | [removed: 31.8] [added: 30.0] | | % | | | | | | | | | | | | |

| Selling, general and administrative expenses | | | $ | [removed: 441,482] [added: 524,145] | | | | | $ | [removed: 429,827] [added: 441,482] | | | | | $ | [removed: 11,655] [added: 82,663] | | | | | [removed: 3] [added: 19] | | % |

| Percentage of Net sales | | | [removed: 13.3] [added: 7.2] | | % | | | | [removed: 13.7] [added: 13.3] | | % | | | | | | | | | | | | |

| [removed: •$20.0] [added: •Higher compensation, including incentive-based, expenses across all businesses and Corporate •Increase in professional fees for various growth and improvement projects •Partially offset by productivity improvements and a reduction in administrative costs •2021 included a $20.0] million charitable contribution, using a portion of the proceeds received from the FCS divestiture, to the Albemarle Foundation, in addition to the normal annual contributions [removed: in 2021 •Higher compensation, including incentive-based, expenses across all businesses and Corporate •$11.5] [added: •2021 also included $11.5] million of legal fees related to a legacy Rockwood legal matter [removed: •$9.8] [added: and $9.8] million of expenses in 2021 primarily related to non-routine labor and compensation related costs that are outside normal compensation arrangements [removed: •$4.0 million loss resulting from the sale of property, plant and equipment in 2021 •Partially offset by productivity improvements and a reduction in professional fees and other administrative costs •$20.8 million decrease in restructuring and other expenses, and acquisition and integration related costs for various significant projects] | | | | | | | | | | | | | | | | | | | | | | | |

| Research and development expenses | | | $ | [removed: 54,026] [added: 71,981] | | | | | $ | [removed: 59,214] [added: 54,026] | | | | | $ | [removed: (5,188)] [added: 17,955] | | | | | [removed: (9)] [added: 33] | | % |

- fluctuations in lithium market pricing, which could impact our revenues and profitability particularly due to our increased exposure to index-referenced and variable-priced contracts for battery grade lithium sales;

- inflationary trends in our input costs, such as raw materials, transportation and energy, and their effects on our business and financial results;

- changes with respect to contract renegotiations;

- potential production volume shortfalls;

- technological change and development;

- the occurrence of regulatory actions, proceedings, claims or litigation (including with respect to the U.S. Foreign Corrupt Practices Act and foreign anti-corruption laws);

- impacts of the military conflict between Russia and Ukraine and the global response to it;

- performance of our partners in joint ventures and other projects;

- changes in credit ratings;

- the inability to realize the benefits of our decision to retain our Catalysts business as a wholly-owned subsidiary and to realign our Lithium and Bromine global business units into a new corporate structure, including Energy Storage and Specialties business units; and

2022 Highlights

- In January 2022, we signed a joint development agreement with 6K to explore the use of 6K’s patented UniMelt® advanced, sustainable materials production platform to develop novel lithium battery materials through potentially disruptive manufacturing processes.

- In February 2022, we announced that we signed a non-binding letter agreement with our MARBL joint venture partner, MRL, to explore a potential expansion of the MARBL joint venture, in an effort to expand lithium conversion capacity with increased optionality and reduced risk.

- In May 2022, we issued $1.7 billion of senior notes pursuant to an underwritten public offering.

The proceeds from this issuance were used to redeem the 4.15% Senior Notes due in 2024 (the “2024 Notes”), repay the balance of commercial paper outstanding and for general corporate purposes.

- Production of spodumene concentrate from the first and second trains at the Wodgina mine managed by our 60%-owned MARBL joint venture was achieved in May and July of this year, respectively.

- We announced plans to build integrated lithium operations in the United States, including the Kings Mountain, North Carolina spodumene mine and a lithium conversion plant in the Southeast.

- We announced the conclusion of our strategic review of the Catalysts business.

As a result of the review, we chose to retain the business under a separate, wholly-owned subsidiary of Albemarle that has been renamed Ketjen in 2023.

This structure is intended to allow the Catalysts business to respond to unique customer needs and global market dynamics more effectively while also achieving its growth ambitions.

- We announced the realignment of our Lithium and Bromine global business units into a new corporate structure designed to better meet customer needs and foster talent required to deliver in a competitive global environment.

The realignment was effective January 1, 2023, and resulted in the following three reportable segments: (1) Energy Storage; (2) Specialties; and (3) Ketjen (Catalysts).

- In October 2022, we announced that we have been awarded a nearly $150 million grant from the U.S. Department of Energy to expand domestic manufacturing of batteries for EVs and the electric grid and for materials and components

currently imported from other countries.

The grant funding is intended to support a portion of the anticipated cost to construct a new, commercial-scale U.S.-based lithium concentrator facility at our Kings Mountain, North Carolina, location.

Qinzhou's operations include a recently constructed lithium processing plant strategically positioned near the Port of Qinzhou in Guangxi, which began commercial production in the first half of 2022.

- In December 2022, we unveiled a groundbreaking product, MercLok™, which captures mercury from soil and mining waste, helping to remove this harmful element from the food chain.

- In December 2022, we announced the acquisition of a location in Charlotte, North Carolina, where we intend to invest at least $180 million to establish the Albemarle Technology Park, a world-class facility designed for novel materials research, advanced process development, and acceleration of next-generation lithium products to market.

We anticipate that innovations from the new site will enhance lithium recovery, improve production methods, and introduce new forms of lithium to enable breakthrough levels of battery performance.

In addition, we anticipate the creation of at least 200 jobs at the site.

- We achieved net income of $2.7 billion during 2022 compared to $123.7 million for 2021.

The increase in 2022 net income was primarily driven by increased lithium prices reflecting tight market conditions and greater volumes sold under index-referenced and variable-based contracts.

Beginning in the first quarter of 2023, the chief operating decision maker began evaluating performance, forecasting and making resource allocation decisions based on our previously announced realignment of the Lithium and Bromine global business units.

The new corporate structure was designed to better meet customer needs and foster talent required to deliver in a competitive global environment.

The realignment resulted in the following three reportable segments: (1) Energy Storage; (2) Specialties; and (3) Ketjen (Catalysts).

The below segment outlook is presented in the new segment structure based on how the chief operating decision maker started reviewing the business starting in 2023.

Energy Storage: We expect Energy Storage results to increase year-over-year in 2023, mainly due to increased pricing as well as higher sales volume.

The increased market pricing reflects tight market conditions, primarily in battery- and tech-grade carbonate and hydroxide, as well as renegotiations of certain of our long-term agreements.

Since the beginning of 2022 market indices have increased 70% to 200%.

Some of our renegotiated contracts include higher prices on existing long-term agreements that are more reflective of current market conditions.

- the occurrence of regulatory actions, proceedings, claims or litigation;

take advantage of strengthening economic conditions as they occur, while softening the negative impact of the current challenging global economic environment.

2021 Highlights

- We announced the planned capacity expansion at our lithium production facility in Silver Peak, Nevada beginning in 2021.

We plan to invest $30 million to $50 million to double the current production at the Silver Peak site by 2025, making full use of the brine water rights.

- On February 8, 2021, we completed an underwritten public offering of 8,496,773 shares of our common stock, par value $0.01 per share, at a price to the public of $153.00 per share.

We also granted to the underwriters an option to purchase up to an additional 1,274,509 shares, which was exercised.

The total gross proceeds from this offering were approximately $1.5 billion, before deducting expenses, underwriting discounts and commissions.

- Using the proceeds of the underwritten public offering of shares of our common stock, we repaid the outstanding principal balances of the 1.875% senior notes due in 2021, the floating rate notes due in 2022, the unsecured credit facility originally entered into on August 14, 2019, as amended and restated on December 15, 2020 (the “2019 Credit Facility”) and the commercial paper notes.

In addition, we repaid €123.8 million of the 1.125% notes due in 2025 and $128.4 million of the 3.45% senior notes due in 2029.

- We announced that we have joined the United Nations Global Compact, a voluntary leadership platform for the development, implementation and disclosure of responsible business practices, and the largest corporate sustainability initiative in the world.

- On June 1, 2021, we completed the sale of our FCS business to Grace for proceeds of approximately $570 million, consisting of $300 million in cash and the issuance to Albemarle of preferred equity of a Grace subsidiary having an aggregate stated value of $270 million.

The sale included our operations in Tyrone, Pennsylvania and South Haven, Michigan.

- On June 30, 2021, we announced the opening of our Battery Materials Innovation Center (“BMIC”) located at the Kings Mountain, North Carolina site.

The BMIC is now fully operational and will support our lithium hydroxide, lithium carbonate and advanced energy storage materials growth platforms.

- On October 22, 2021, we announced that we signed two investment agreements in China in support of the expansion of our lithium conversion capacity.

Following the agreements, we will move forward with the design, engineering and permitting plans to build aoog

- conversion plant at each site, each of which has planned production capacity initially targeting 50,000 metric tons lithium hydroxide per annum.

Subject to additional studies and approvals, it is expected these plants would start construction during 2022 and complete construction by the end of 2024.

- Our 60%-owned MARBL joint venture recently announced its intention to resume spodumene concentrate production at the Wodgina spodumene mine, with the production restart expected during the second quarter of 2022.

- We achieved earnings of $123.7 million during 2021 as compared to $375.8 million for 2020.

Earnings for 2021 included an after tax gain of $330.8 million from the sale of the FCS business, but were negatively impact by an after tax loss of $508.5 million following an arbitration ruling related to a legal matter from a legacy Rockwood Holdings, Inc. (“Rockwood”) business sold to Huntsman International LLC (“Huntsman”) prior to our acquisition of Rockwood.

Earnings for 2021 includes pension and other postretirement benefit (“OPEB”) actuarial gains of $43.6 million after income taxes, compared to pension and OPEB actuarial losses of $40.9 million after income taxes in 2020.

providing the opportunity to continue to develop high quality and innovative products while managing the high cost of expanding capacity.

While global economic conditions have been improving, the COVID-19 pandemic continues to have an impact globally.

We have not seen a material impact to our operations to date, however, the ultimate impact on our business will depend on the length and severity of the outbreak throughout the world.

All of our information technology systems are running as designed and all sites are operating at normal capacity while we continue to comply with all government and health agency recommendations and requirements, as well as protecting the safety of our employees and communities.

We believe we have sufficient inventory to continue to produce at current levels, however, government mandated shutdowns could impact our ability to acquire additional materials and disrupt our customers’ purchases.

At this time we cannot predict the expected overall financial impact of the COVID-19 pandemic on our business, but we are planning for various economic scenarios and continue to make efforts to protect the safety of our employees and the health of our business.

We expect commercial production from this lithium hydroxide conversion plant will begin in the first half of 2022.

In addition, pricing is expected to increase reflecting tight market conditions and last year’s expiration of pricing concessions on long-term contracts.

In addition, our 60%-owned MARBL joint venture recently announced its intention to resume spodumene concentrate production at the Wodgina spodumene mine, with the production restart expected during the second quarter of 2022.

Our long-term drilling outlook is uncertain at this time and will follow a long-term trajectory in line with oil prices.

Catalysts: Total Catalysts results in 2022 are expected to increase year-over-year with overall refining markets and as travel lockdown conditions abate.

2021 results for both the refining catalyst and performance catalyst solutions (“PCS”) businesses were negatively impacted by the U.S. Gulf Coast winter storm in the first half of the year.

In addition, pricing is expected to increase to offset inflationary pressures in freight and input costs.

In particular, we expect increased natural gas prices in Europe due to potential supply restrictions.

Hydroprocessing catalysts (“HPC”) demand tends to be lumpier than FCC demand and is also expected to continue to be negatively impacted as refiners defer spending into 2022.

In 2021, we initiated a strategic review of the Catalysts business to position for value creation.

| Net sales | | | 3,327,957 | | | | | | 3,128,909 | | | | | | 199,048 | | | | | | 6 | | % |

The primary currencies to which we have foreign currency exchange rate exposure are the [removed: Euro, Japanese Yen,] Chinese Renminbi, [added: Euro,] Australian [removed: Dollar and] [added: Dollar,] Chilean [removed: Peso.][added: Peso and Japanese Yen.]

All other gains and losses on foreign currency forward contracts not designated as an effective hedging instrument are recognized in Other [removed: expenses,] [added: income (expenses),] net, and generally do not have a significant impact on results of operations.

At December 31, [removed: 2021,] [added: 2022,] our financial instruments subject to foreign currency exchange risk consisted of foreign currency forward contracts with an aggregate notional value of [removed: $654.6 million] [added: $2.9 billion] and with a fair value representing a net asset position of $2.8 million.

We conducted a sensitivity analysis on the fair value of our foreign currency hedge portfolio assuming an instantaneous 10% change in select foreign currency exchange rates from their levels as of December 31, [removed: 2021,] [added: 2022,] with all other variables held constant.

A 10% appreciation of the U.S. Dollar against foreign currencies that we hedge would result in a decrease of approximately [removed: $33.6] [added: $30.0] million in the fair value of our foreign currency forward contracts.

A 10% depreciation of the U.S. Dollar against these foreign currencies would result in an increase of approximately [removed: $38.0] [added: $15.2] million in the fair value of our foreign currency forward contracts.

The sensitivity of the fair value of our foreign currency hedge portfolio represents changes in fair values estimated based on market conditions as of December 31, [removed: 2021,] [added: 2022,] without reflecting the effects of underlying anticipated transactions.

On December 18, 2014, the carrying value of our 1.875% Euro-denominated senior notes was designated as an effective hedge of our net investment in foreign subsidiaries where the Euro serves as the functional currency, and beginning on the date [added: of designation, gains or losses on the revaluation of these senior notes to our reporting currency have been were recorded in Accumulated other comprehensive loss.]

We had variable interest rate borrowings of [removed: $393.7] [added: $14.4] million and [removed: $756.6] [added: $393.7] million outstanding at December 31, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] respectively.

These borrowings represented [removed: 16%] [added: less than 1%] and [removed: 21%] [added: 16%] of total outstanding debt and bore average interest rates of [removed: 0.40%] [added: 0.07%] and [removed: 0.87%] [added: 0.40%] at December 31, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] respectively.

A hypothetical 100 basis point increase in the average interest rate applicable to these borrowings would change our annualized interest expense by approximately [removed: $3.9] [added: $0.1] million as of December 31, [removed: 2021.][added: 2022.]

However, the refinery catalysts business has used financing arrangements to provide long-term protection against changes in [added: natural gas and] metals prices.

The aggregate notional value of foreign currency forward contracts increased in 2022 due to increased balance sheet exposure from higher sales and income in foreign-denominated currencies.

of designation, gains or losses on the revaluation of these senior notes to our reporting currency have been were recorded in Accumulated other comprehensive loss.

During [removed: 2021,] [added: 2022,] we managed and reported our operations under three reportable segments: Lithium, Bromine and Catalysts.

We [removed: are a low-cost producer of] [added: produce] one of the most diverse product portfolios of lithium derivatives in the industry.

[removed: The global lithium market consists of producers] [added: Producers are] primarily located in the Americas, Asia and Australia.

Major competitors in lithium compounds include Sociedad Quimica y Minera de Chile S.A., Sichuan Tianqi Lithium, Jiangxi Ganfeng [removed: Lithium and] [added: Lithium, Rio Tinto plc, Pilbara Minerals, Allkem, Tesla, Chengxin Lithium, Ruifu Lithium,] Livent [removed: Corporation.][added: Corporation and a large number of additional Chinese companies.]

Competition in the global lithium market is [removed: largely] [added: increasingly] based on [added: index-based market pricing and differentiated via] product quality, product diversity, reliability of supply and customer service.

We obtain [removed: lithium] [added: lithium: (a)] through solar evaporation of our ponds at the Salar de Atacama, in Chile, and in Silver Peak, [removed: Nevada,] [added: Nevada;] and [added: (b)] by purchasing lithium concentrate from our 49%-owned joint venture, Windfield Holdings Pty.

[removed: If] [added: As] necessary, we can also obtain lithium from other sources.

Our most significant competitors are Lanxess [removed: AG and] [added: AG,] Israel Chemicals [removed: Ltd.][added: Ltd, as well as producers in India and China.]

Properties, [removed: regarding] [added: for] additional disclosures for our mineral properties.

Our three main product lines in this segment are (i) Clean Fuels Technologies (“CFT”), which is primarily composed of hydroprocessing catalysts (“HPC”) together with isomerization and akylation catalysts; (ii) fluidized catalytic cracking (“FCC”) [removed: catalysts and additives; and (iii) performance catalyst solutions (“PCS”), which is primarily composed of organometallics and curatives.]

There were more than [removed: 600] [added: 700] refineries world-wide [removed: in 2021.][added: as of December 31, 2022.]

Oil refinery utilization [removed: was] [added: increased to near pre-COVID pandemic levels in 2022, recovering from] lower [added: rates] in 2021 and [removed: 2020 compared to the prior years, with] [added: 2020, as] most refineries [removed: cutting] [added: had cut] throughput due to the reduction in demand resulting from global travel restrictions [removed: to contain the COVID-19 pandemic.][added: during those years.]

In addition, we estimate that there are approximately [removed: 3,000] [added: 4,000] HPC units being operated globally, each of which typically requires replacement HPC catalysts once every one to four years.

Competition in these markets is driven by a variety [added: of] factors.

As of December 31, [removed: 2021,] [added: 2022,] we had approximately [removed: 6,000] [added: 7,400] employees, including employees of our consolidated joint ventures, of whom [removed: 2,600,] [added: 3,100,] or [removed: 43%,] [added: 42%,] are employed in the U.S. and the Americas; [removed: 1,600,] [added: 2,300,] or [removed: 27%,] [added: 31%,] are employed in Asia Pacific; [removed: 1,400,] [added: 1,500,] or [removed: 23%,] [added: 20%,] are employed in Europe; and [removed: 400,] [added: 500,] or 7%, are employed in the Middle East or other areas.

[removed: Approximately 46% of] these employees are represented by unions or works councils.

In [removed: 2021,] [added: 2022,] we improved our Occupational Safety and Health Act (“OSHA”) occupational injury and illness incident rate to [removed: 0.19] [added: 0.14] for our employees and nested contractors, compared to [removed: 0.26] [added: 0.19] in [removed: 2020.][added: 2021.]

[added: In] addition, we provide all employees and their dependents with access to our Employee Assistance Program which provides free mental and behavioral health resources.

[removed: Our] [added: A] primary focus in our recruiting efforts is to drive greater diversity in our workforce, including higher representation in the professional and managerial job categories.

We also perform an annual review of our pay practices [added: by gender, and in the U.S. by gender and race,] to ensure that they are fair and equitable, and not influenced by biased opinions or discrimination.

We also provide leadership development through performance coaching, [removed: 360-degree] [added: comprehensive] feedback, plant training including health, safety and [removed: environmental,] [added: environmental topics,] and experiential development and mentoring.

[removed: Our research and] development efforts support each of our business segments.

As of December 31, [removed: 2021,] [added: 2022,] we owned more than [removed: 2,000] [added: 2,100] active patents and more than [removed: 450] [added: 500] pending patent applications in key [added: strategic markets worldwide.]

We devote significant resources and have developed and implemented comprehensive programs to promote the health and safety of our [removed: employees] [added: employees,] and we maintain an active health, safety and environmental program.

As noted above, we finished [removed: 2021] [added: 2022] with an OSHA occupational injury and illness incident rate of [removed: 0.19] [added: 0.14] for Albemarle employees and nested contractors, compared to [removed: 0.26] [added: 0.19] in [removed: 2020.][added: 2021.]

The Toxic Substances Control Act (“TSCA”), as amended in June 2016, requires chemicals to be assessed against a risk-based safety standard and [removed: calling] [added: calls] for the elimination of unreasonable risks identified during risk evaluation.

Historically, there has been scrutiny of certain brominated [removed: flame retardants] [added: fire safety solutions] by regulatory authorities, legislative bodies and environmental interest groups in various countries.

We manufacture a broad range of brominated [removed: flame retardant] [added: fire safety solution] products, which are used in a variety of applications.

[added: We may have] liability as a potentially responsible party (“PRP”) with respect to active off-site locations under CERCLA or state equivalents.

Our goal is to reduce our intensity of freshwater usage by 25% by 2030 in areas of high or extremely high-water [removed: risk, such as Chile and Jordan,] [added: risk] as defined by the World Resources [removed: Institute.][added: Institute, such as Chile and Jordan.]

[removed: Following] [added: The following] is a summary of our significant acquisitions, joint ventures and divestitures over the last three years.

On [removed: September 30, 2021,] [added: October 25, 2022] the Company [removed: signed a definitive agreement to acquire] [added: completed the acquisition of] all of the outstanding equity of Guangxi Tianyuan New Energy Materials Co., Ltd. [removed: (“Tianyuan”),] [added: (“Qinzhou”),] for approximately $200 million in cash.

[removed: Tianyuan's] [added: Qinzhou's] operations include a recently constructed lithium processing plant strategically positioned near the Port of Qinzhou in Guangxi, [removed: China.][added: which began commercial production in the first half of 2022.]

The plant has designed annual conversion capacity of up to 25,000 metric tons of lithium carbonate equivalent (“LCE”) and [removed: is capable of producing] [added: produces] battery-grade lithium carbonate and lithium hydroxide.

As a result of this divestiture, the Company recorded a gain of $7.2 million in Other [removed: expenses,] [added: income (expenses),] net during the year ended December 31, 2020.

As of December 31, 2022, we served approximately 1,900 customers in approximately 70 countries.

In August 2022, we announced plans to realign our Lithium and Bromine global business units into a new corporate structure designed to better meet customer needs and foster talent required to deliver in a competitive global environment.

In addition, we announced our decision to retain our Catalysts business under a separate, wholly-owned subsidiary.

The realignment was completed in the first quarter of 2023, and resulted in the following three reportable segments: (1) Energy Storage; (2) Specialties; and (3) Ketjen (Catalysts).

We will begin to report our segments in the new structure in our Quarterly Report on Form 10-Q for the quarter ended March 31, 2023, the period in which the new organizational structure became effective.

During 2022, net sales to our customer Umicore N.V. and its affiliates represented more than 10% of our consolidated net sales.

The global lithium market is highly competitive and growing very rapidly.

It is characterized by aggressive expansion and entry from existing and new players, including automotive OEMs, junior miners, and large well capitalized diversified miners.

Ltd., a company incorporated in Australia (“Talison”) that owns the Greenbushes mine, and from our 60%-owned unincorporated joint venture, MARBL Lithium Joint Venture (“MARBL”) in Western Australia, which owns the Wodgina hard rock lithium mine project (the “Wodgina Project”).

Production of spodumene concentrate at the Wodgina site resumed in the second quarter of 2022 after it had been idled in 2019 following the acquisition of our 60% interest in the Wodgina Project and the formation of MARBL.

catalysts and additives; and (iii) performance catalyst solutions (“PCS”), which is primarily composed of organometallics and curatives.

Approximately 30% of

We also invest in our people through enhanced training and development opportunities and by seeking to foster a diverse workforce, equitable workplace and an inclusive culture that enables employees to reach their full potential.

We also invest in our people through enhanced training and development opportunities and by seeking to foster a diverse workforce, equitable workplace and an inclusive culture that enables employees to reach their full potential.

Our incentive program is designed to provide incentives and rewards for achieving Albemarle’s annual goals and objectives.

The Executive Compensation Committee of the Board has the overall responsibility of evaluating the performance of the CEO and approving the compensation structure for senior management and other key employees.

The Executive Compensation Committee determines performance goals under our incentive program annually to ensure our executive officers execute on short-term financial and strategic initiatives that drive our business strategy and long-term shareholder value.

Our research and

As of December 31, 2021, we served approximately 2,100 customers, none of which individually represents more than 10% of net sales of the Company, in approximately 70 countries.

In the cesium and other specialty metal business, key competitors include Sinomine and Sigma-Aldrich Corporation.

Ltd., a company incorporated in Australia (“Talison”).

In 2019, we completed the acquisition of a 60% interest in Mineral Resources Limited’s (“MRL”) Wodgina hard rock lithium mine project (“Wodgina Project”) in Western Australia and formed an unincorporated joint venture with MRL, named MARBL Lithium Joint Venture (“MARBL”), for the exploration, development, mining, processing and production of lithium and other minerals (other than iron ore and tantalum) from the Wodgina Project and for the operation of the Kemerton, Australia lithium hydroxide conversion assets.

Upon acquisition, we idled MARBL’s production of spodumene until market demand supported bringing the mine back into production.

In October 2021, MARBL announced its intention to resume spodumene concentrate production at this site, with the production restart expected during the second quarter of 2022.

During 2021, we changed the name of our Bromine Specialties segment to Bromine.

This change simplifies the name of the reportable segment, and does not impact the operations of the business or disclosure of the related assets.

In

In response to the COVID-19 pandemic, Albemarle’s cross-functional Global Response Team continues to meet regularly to address employee health and safety and operational challenges.

Our first priority is always the health and well-being of our employees, customers, and communities.

Since the start of the pandemic, our focus has shifted from managing an immediate crisis to building in the flexibility needed to adjust for regional differences and changing conditions.

Protocols that include restricted travel, shift adjustments, increased hygiene, and social distancing for the essential workers at our plants have been put in place at all locations.

In some regions, employees are able to return to their work sites.

Other regions, including most of North and South America, remain on work-from-home protocols for non-essential personnel.

strategic markets worldwide.

We may have

The plant is currently in the commissioning stage and is expected to begin commercial production in the first half of 2022.

The Company expects the transaction, which is subject to customary closing conditions, to close in the first half of 2022.

On October 31, 2019, we completed the acquisition of a 60% interest in MRL’s Wodgina Project in Western Australia for a total purchase price of approximately $1.3 billion.

As part of this acquisition, we formed MARBL, an unincorporated joint venture with MRL, for the exploration, development, mining, processing and production of lithium and other minerals (other than iron ore and tantalum) from the Wodgina Project and for the operation of the Kemerton assets.

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 to be filed with the U.S. Securities and Exchange Commission 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.

Year Ended December 31, [removed: 2021][added: 2022]

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| [PART I](#ibe851e3cc29f4e8e93474f1a889b02f3_10) | | | | | | | | |

| [PART II](#ibe851e3cc29f4e8e93474f1a889b02f3_34) | | | | | | | | |

| [Item 6.](#ibe851e3cc29f4e8e93474f1a889b02f3_40) | | | [\[](#ibe851e3cc29f4e8e93474f1a889b02f3_40)[Reserved\]](#ibe851e3cc29f4e8e93474f1a889b02f3_40) | | | [51](#ibe851e3cc29f4e8e93474f1a889b02f3_40) | | |

| | | | [Signatures](#ibe851e3cc29f4e8e93474f1a889b02f3_220) | | | [142](#ibe851e3cc29f4e8e93474f1a889b02f3_220) | | |

| [PART I](#i42698344f8774451a50e3bac202aa310_10) | | | | | | | | |

| [PART II](#i42698344f8774451a50e3bac202aa310_34) | | | | | | | | |

| [Item 6.](#i42698344f8774451a50e3bac202aa310_40) | | | [\[Removed and Reserved\]](#i42698344f8774451a50e3bac202aa310_40) | | | [46](#i42698344f8774451a50e3bac202aa310_40) | | |

| | | | [Signatures](#i42698344f8774451a50e3bac202aa310_220) | | | [137](#i42698344f8774451a50e3bac202aa310_220) | | |

During [removed: 2021,] [added: 2022,] the Company’s manufacturing plants operated at approximately [removed: 86%] [added: 84%] capacity, in the aggregate.

| Greenbushes, Australia(a) | | | | | | | | | | | | Production of lithium spodumene minerals and lithium concentrate | | | | | | [removed: Owned(e)] [added: Owned(c)] | | |

| Kemerton, [removed: Australia(a)(b)] [added: Australia] | | | | | | | | | | | | Production of lithium carbonate and technical and battery-grade lithium hydroxide | | | | | | [removed: Owned(e)] [added: Owned(c)] | | |

| Salar de Atacama, Chile(a) | | | | | | | | | | | | Production of lithium brine and potash | | | | | | [removed: Owned(f)] [added: Owned(d)] | | |

| Wodgina, [removed: Australia(a)(c)] [added: Australia(a)] | | | | | | | | | | | | Production of lithium spodumene minerals and lithium concentrate | | | | | | Owned and [removed: leased(e)] [added: leased(c)] | | |

| Baton Rouge, LA | | | | | | | | | | | | Research and product development activities, and production of [removed: flame retardants] [added: fire safety solutions] | | | | | | Leased | | |

| Magnolia, AR(a) | | | | | | | | | | | | Production of [removed: flame retardants,] [added: fire safety solutions,] bromine, inorganic bromides, agricultural intermediates and tertiary amines | | | | | | Owned | | |

| Safi, Jordan(a) | | | | | | | | | | | | Production of bromine and derivatives and [removed: flame retardants] [added: fire safety solutions] | | | | | | Owned and [removed: leased(e)] [added: leased(c)] | | |

| Bitterfeld, Germany | | | | | | | | | | | | Refinery catalyst regeneration, rejuvenation, and sulfiding | | | | | | [removed: Owned(e)] [added: Owned(c)] | | |

| La Voulte, France | | | | | | | | | | | | Refinery catalysts regeneration and treatment, research and development activities | | | | | | [removed: Owned(e)] [added: Owned(c)] | | |

| McAlester, OK | | | | | | | | | | | | Refinery catalyst regeneration, rejuvenation, pre-reclaim burn off, as well as specialty zeolites and additives marketing activities | | | | | | [removed: Owned(e)] [added: Owned(c)] | | |

| Mobile, AL | | | | | | | | | | | | Production of tin stabilizers | | | | | | [removed: Owned(e)] [added: Owned(c)] | | |

| Niihama, Japan | | | | | | | | | | | | Production of refinery catalysts | | | | | | [removed: Leased(e)] [added: Leased(c)] | | |

| Pasadena, [removed: TX(d)] [added: TX(b)] | | | | | | | | | | | | Production of aluminum alkyls, orthoalkylated anilines, refinery catalysts and other specialty chemicals; refinery catalysts regeneration services and research and development activities | | | | | | Owned | | |

| Santa Cruz, Brazil | | | | | | | | | | | | Production of catalysts, research and product development activities | | | | | | [removed: Owned(e)] [added: Owned(c)] | | |

| Takaishi City, Osaka, Japan | | | | | | | | | | | | Production of aluminum alkyls | | | | | | [removed: Owned(e)] [added: Owned(c)] | | |

[removed: (d)] [added: (b)] The Pasadena, Texas location includes three separate manufacturing plants which are owned, primarily utilized by Catalysts, including one plant that is owned by an unconsolidated joint venture.

[removed: (e)] [added: (c)] Owned or leased by joint venture.

[removed: (f)] [added: (d)] Ownership will revert to the Chilean government once we have sold all remaining amounts under our contract with the Chilean government pursuant to which we obtain lithium brine in Chile.

Set forth below are details regarding our mineral properties operated by us and our affiliates which have been prepared in accordance with the requirements of subpart 1300 of Regulation S-K, issued by the [removed: Securities and Exchange Commission (“SEC”).][added: SEC.]

As used in this Annual Report on Form 10-K, the terms “mineral resource,” “measured mineral resource,” “indicated [added: mineral resource,” “inferred mineral resource,” “mineral reserve,” “proven mineral reserve” and “probable mineral reserve” are defined and used in accordance with subpart 1300 of Regulation S-K.]

[removed: ][added: ]

At December 31, [removed: 2021,] [added: 2022,] we had the following mineral extraction facilities:

| Wodgina | | | Lithium | | | | | | [removed: 60%(a)] [added: 60%] | | | | | | Hard rock | | | | | | [removed: Production(b)] [added: Production(a)] | | |

| [removed: Safi(c)] [added: Safi(b)] | | | Bromine | | | | | | 50% | | | | | | Brine | | | | | | Production | | |

| Magnolia, [removed: AR(c)] [added: AR(b)] | | | Bromine | | | | | | 100% | | | | | | Brine | | | | | | Production | | |

| Silver Peak, [removed: NV(c)] [added: NV(b)] | | | Lithium | | | | | | 100% | | | | | | Brine | | | | | | Production | | |

[removed: (a)] [added: (b)] Through our MARBL joint venture, we own [added: a] 60% interest in the Wodgina [removed: Project.][added: project.]

[removed: (c)] [added: (b)] Site includes on-site, or otherwise near-by exclusive, conversion facilities.

Amounts represent Albemarle’s attributable portion based on ownership percentages noted above and are shown in thousands of metric [removed: tons (“MT”)] [added: tonnes] of lithium metal and bromine production.

| | | | Aggregate Annual Production [removed: (MT] [added: (metric tonnes] in thousands) | | | | | | | | | | | | | | |

| | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | |

| [removed: Bromine] [added: Total bromine] | | | [removed: 128] [added: 133] | | | | | | [removed: 131] [added: 128] | | | | | | 130 | | |

The following table provides a summary of our mineral resources, exclusive of reserves, at December 31, [removed: 2021.][added: 2022.]

The below mineral resource amounts are rounded and shown in thousands of [removed: MT.][added: metric tonnes.]

[removed: The] [added: Where applicable, the] amounts represent Albemarle’s attributable portion based on ownership percentages [removed: noted above.][added: noted.]

The relevant technical information supporting mineral resources for each material property is included in the [removed: "”Material] [added: “Material] Individual Properties” section below, as well as [removed: the] in the technical report summaries filed as Exhibits 96.1 to 96.6 to this report.

| | | | Amount [removed: (MT)] [added: (‘000s metric tonnes)] | | | | | | Grade (Li2O%) | | | | | | Amount [removed: (MT)] [added: (‘000s metric tonnes)] | | | | | | Grade (Li2O%) | | | | | | Amount [removed: (MT)] [added: (‘000s metric tonnes)] | | | | | | Grade (Li2O%) | | | | | | Amount [removed: (MT)] [added: (‘000s metric tonnes)] | | | | | | Grade (Li2O%) | | |

| | | | Amount [removed: (MT)] [added: (‘000s metric tonnes)] | | | | | | Concentration (mg/L) | | | | | | Amount [removed: (MT)] [added: (‘000s metric tonnes)] | | | | | | Concentration (mg/L) | | | | | | Amount [removed: (MT)] [added: (‘000s metric tonnes)] | | | | | | Concentration (mg/L) | | | | | | Amount [removed: (MT)] [added: (‘000s metric tonnes)] | | | | | | Concentration (mg/L) | | |

JBC is extracting approximately 1 percent of the bromine [removed: available.][added: available in Jordan’s share of the Dead Sea.]

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

(a) Production of spodumene concentrate at the Wodgina mine resumed in the second quarter of 2022 after it had been idled in 2019, following the acquisition of our the 60% interest in the Wodgina Project.

| Lithium (lithium metal)(a) | | | | | | | | | | | | | | | | | |

| Australia | | | | | | | | | | | | | | | | | |

| Greenbushes(b) | | | 19 | | | | | | 13 | | | | | | 8 | | |

| Wodgina(c) | | | 3 | | | | | | — | | | | | | — | | |

| Chile | | | | | | | | | | | | | | | | | |

| Salar de Atacama(d) | | | 10 | | | | | | 8 | | | | | | 8 | | |

| United States | | | | | | | | | | | | | | | | | |

| Total lithium metal | | | 34 | | | | | | 23 | | | | | | 18 | | |

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

| Jordan | | | | | | | | | | | | | | | | | |

| Safi(e)(f) | | | 60 | | | | | | 57 | | | | | | 56 | | |

| United States | | | | | | | | | | | | | | | | | |

| Magnolia, AR(g) | | | 73 | | | | | | 71 | | | | | | 74 | | |

(a) Lithium production amounts shown as lithium metal.

Conversion to LCE is 0.1878 metric tonne of lithium metal to 1 metric tonne of LCE.

(b) Production from Greenbushes represents 49% of production of the Greenbushes mine which is attributable to the Company’s interest in the Talison joint venture.

(c) Production of spodumene concentrate at the Wodgina mine resumed in the second quarter of 2022 after it had been idled in 2019.

Production amounts presented from Wodgina represent 60% of production of the Wodgina mine which is attributable to the Company’s interest in the MARBL joint venture.

(d) The Salar de Atacama operation also produces potash (potassium chloride), bichofite, halite and sylvinite as byproducts.

However, the Company does not consider production of these byproducts as material to the economics of the operation.

(e) Production from Safi represents the 50% production by the Jordan Bromine Project which is attributable to the Company’s interest in the JBC joint venture.

(f) The Safi operation also produces potassium hydroxide (“KOH”) as a byproduct.

However, the Company does not consider production of this byproduct as material to the economics of the operation.

(g) In addition, elemental sulfur and sodium hydrosulfide solution (“NaHS”) are manufactured from the sour gas produced by the Magnolia operation.

However, the Company does not consider these products as material to the economics of the operation.

| Greenbushes(a) | | | — | | | | | | — | | | | | | 21,800 | | | | | | 1.53% | | | | | | 21,800 | | | | | | 1.53% | | | | | | 28,300 | | | | | | 1.15% | | |

| Wodgina(b) | | | — | | | | | | — | | | | | | 12,600 | | | | | | 1.36% | | | | | | 12,600 | | | | | | 1.36% | | | | | | 98,300 | | | | | | 1.12% | | |

| Salar de Atacama | | | 471 | | | | | | 2,390 | | | | | | 363 | | | | | | 1,943 | | | | | | 834 | | | | | | 2,159 | | | | | | 237 | | | | | | 1,617 | | |

| Silver Peak, NV | | | 14 | | | | | | 153 | | | | | | 36 | | | | | | 144 | | | | | | 50 | | | | | | 146 | | | | | | 90 | | | | | | 121 | | |

We are therefore reporting 49% of Greenbushes’ mineral resources.

We are therefore reporting 60% of Wodgina’s mineral resources.

The measured resource of bromide ion attributable to Albemarle’s 50% interest in its JBC joint venture is estimated to be approximately 178.3 million metric tonnes.

Bromide concentration in the Dead Sea is estimated to average approximately 5,000 parts per million (“ppm”).

| Greenbushes(b) | | | — | | | | | | — | | | | | | 77,000 | | | | | | 1.91% | | | | | | 77,000 | | | | | | 1.91% | | |

| Salar de Atacama | | | 329 | | | | | | 2,430 | | | | | | 237 | | | | | | 2,063 | | | | | | 566 | | | | | | 2,262 | | |

| Silver Peak, NV | | | 13 | | | | | | 95 | | | | | | 56 | | | | | | 95 | | | | | | 69 | | | | | | 95 | | |

| Magnolia, AR(c) | | | 2,419 | | | | | | | | | | | | 565 | | | | | | | | | | | | 2,984 | | | | | | | | |

(b) Through our Talison joint venture, we own a 49% interest in the Greenbushes mine.

(b) Construction of Train I of the Kemerton, Australia facility was completed in the fourth quarter of 2021.

Due to the ongoing labor shortages and COVID-19 pandemic travel restrictions in Western Australia, Train II construction is expected to be completed in the second half of 2022.

Commercial sales volume from Train I will begin in 2022 and Train II in 2023.

(c) Since its acquisition in 2019, the Wodgina mine idled production of spodumene until the market demand supported bringing the mine back into production.

MARBL recently announced its intention to resume spodumene concentrate production at this site, with the production restart expected during the second quarter of 2022.

mineral resource,” “inferred mineral resource,” “mineral reserve,” “proven mineral reserve” and “probable mineral reserve” are defined and used in accordance with subpart 1300 of Regulation S-K.

We are providing 100% of attributable value for Wodgina mineral resources based on intended marketing of 100% of the output of the mining operation to the Kemerton lithium hydroxide processing plant.

(b) Following the Wodgina acquisition in 2019, the Wodgina mine idled production of spodumene until market demand supported bringing the mine back into production.

In October 2021, our 60%-owned MARBL joint venture announced its intention to resume spodumene concentrate production at the Wodgina mine, with the production restart expected during the second quarter of 2022.

| Lithium | | | 483 | | | | | | 301 | | | | | | 389 | | |

| Greenbushes | | | — | | | | | | — | | | | | | 16,900 | | | | | | 1.47% | | | | | | 16,900 | | | | | | 1.47% | | | | | | 20,000 | | | | | | 1.05% | | |

| Wodgina(a) | | | — | | | | | | — | | | | | | 22,300 | | | | | | 1.39% | | | | | | 22,300 | | | | | | 1.39% | | | | | | 164,000 | | | | | | 1.15% | | |

| Salar de Atacama | | | 717 | | | | | | 2,211 | | | | | | 642 | | | | | | 1,747 | | | | | | 1,360 | | | | | | 1,959 | | | | | | 131 | | | | | | 1,593 | | |

| Silver Peak, NV | | | 10 | | | | | | 152 | | | | | | 25 | | | | | | 143 | | | | | | 35 | | | | | | 145 | | | | | | 63 | | | | | | 121 | | |

The resource base of bromide ion

estimated to be allocated to Jordan’s share of the Dead Sea is estimated at 354.9 million MT.

| Greenbushes | | | — | | | | | | — | | | | | | 69,900 | | | | | | 1.95% | | | | | | 69,900 | | | | | | 1.95% | | |

| Salar de Atacama | | | 323 | | | | | | 2,190 | | | | | | 324 | | | | | | 1,927 | | | | | | 647 | | | | | | 2,071 | | |

| Magnolia, AR(b) | | | 2,497 | | | | | | | | | | | | 574 | | | | | | | | | | | | 3,071 | | | | | | | | |

The QP and management agree

The Greenbushes deposit consists of a main, rare-metal zoned pegmatite body, with numerous smaller footwall pegmatite dykes and pods.

This is the first period estimated mineral resources, exclusive of reserves, and reserves have been developed for Greenbushes since being acquired by Albemarle.

| Resource Pit | | | 15,600 | | | | | | 1.54% | | | | | |

| Reserve Pit | | | 1,300 | | | | | | 0.64% | | | | | |

| Resource Pit | | | 11,700 | | | | | | 1.05% | | | | | |

| Reserve Pit | | | 8,200 | | | | | | 1.05% | | | | | |

| Stockpiles | | | 100 | | | | | | 1.40% | | | | | |

They are disclosed separately from the resources contained within the Resource Pit.

There is reasonable expectation that some Inferred resources within the mineral reserve pit design may be converted to higher confidence materials with additional drilling and exploration effort.

◦Mass Yields (“MY”) for chemical grade material are based on Greenbushes chemical grade plant 1 (“CGP1”) life-of-mine (“LoM”) feed MY formula.

For the LoM material, MY is assumed at 29.49% and is subject to a 97% recovery limitation when the lithium oxide grade exceeds 5.5%.

Mass yield varies as a function of grade, and may be reported herein at lower mass yields than the CGP1 average.

◦Pit optimization and economics for derivation of cutoff grade include mine gate pricing of $672/MT of 6% Li2O concentrate, $4.75/MT mining cost (LoM average cost-variable by depth), $17.87/MT processing cost, $4.91/MT G&A cost, and $2.66/MT sustaining capital cost.

◦These economics define a cutoff grade of 0.573% Li2O.

◦Resources are reported with a cutoff grade between 0.5% and 0.7% Li2O.

◦Stockpile resources have been previously mined between nominal cutoff grades of 0.5 to 0.7% Li2O.

| Reserve Pit | | | 67,650 | | | | | | 1.97% | | | | | |

| Stockpiles | | | 2,250 | | | | | | 1.31% | | | | | |

◦Mineral reserves assume 80% mining recovery for ore/waste contact areas and 100% for non-waste contact material.

The CGP2 plant is going through a ramp up period where lower recoveries are expected until all equipment has been optimized and additional capital is spent.

The names, ages and biographies of our executive officers, as of February [removed: 18, 2022,] [added: 15, 2023,] are set forth below.

The term of office of each officer is until the meeting of the Board of Directors following the next annual shareholders’ meeting in May [removed: 2022.][added: 2023.]

| J. Kent Masters | | | | | | [removed: 61] [added: 62] | | | | | | Chairman, President and Chief Executive Officer | | |

| Karen G. Narwold | | | | | | [removed: 62] [added: 63] | | | | | | Executive Vice President, Chief Administrative [removed: Officer, General Counsel and Corporate Secretary] [added: Officer] | | |

| Scott A. Tozier | | | | | | [removed: 56] [added: 57] | | | | | | Executive Vice President, Chief Financial Officer | | |

| Melissa Anderson | | | | | | [removed: 57] [added: 58] | | | | | | Senior Vice President, Chief Human Resources Officer | | |

| John C. Barichivich III | | | | | | [removed: 54] [added: 55] | | | | | | Vice President, Corporate Controller, Chief Accounting Officer | | |

| Raphael Crawford | | | | | | [removed: 46] [added: 47] | | | | | | President, Catalysts Global Business Unit | | |

| Netha Johnson | | | | | | [removed: 51] [added: 52] | | | | | | President, Bromine Global Business Unit | | |

| Eric Norris | | | | | | [removed: 55] [added: 56] | | | | | | President, Lithium Global Business Unit | | |

Narwold joined us in September of 2010 and currently serves as Executive Vice [removed: President,] [added: President and] Chief Administrative [removed: Officer, General Counsel and Corporate Secretary.][added: Officer.]

[added: Mr. Barichivich began his career at] Georgia Pacific, where he worked as an internal auditor and was a financial analyst supporting the restructuring of the Distribution Division.

Norris is a member of the board of directors of Communities in Schools of Charlotte-Mecklenburg and is a member of the board of [removed: advisors] [added: directors] of The Zero Emission Transportation Association (ZETA).

| Kristin M. Coleman | | | | | | 54 | | | | | | Executive Vice President, General Counsel and Corporate Secretary | | |

Kristin M.

Coleman joined us in November of 2022 and currently serves as Executive Vice President, General Counsel and Corporate Secretary.

Ms. Coleman has nearly 30 years of legal experience, previously serving as Executive Vice President, General Counsel, and Chief Compliance Officer at US Foods.

She also served as Senior Vice President, General Counsel, and Corporate Secretary of Sears Holdings Corporation and as Vice President, General Counsel, and Corporate Secretary for Brunswick Corporation.

Before moving in-house, she worked in private practice with Sidley Austin LLP.

Ms. Coleman founded the Chicago General Counsel Forum and is a member of the Economic Club of Chicago.

She serves as a Board Member Emeritus for the Center for Enriched Living.

On October 31, 2022, Ms. Narwold announced that she will retire from the Company, effective April 4, 2023.

Mr. Barichivich began his career at

Our common stock trades on the New York Stock Exchange (“NYSE”) under the symbol “ALB.” There were [removed: 117,036,615] [added: 117,197,977] shares of common stock held by [removed: 2,180] [added: 2,101] shareholders of record as of February [removed: 11, 2022.][added: 8, 2023.]

[removed: We expect to continue to declare and pay dividends to our shareholders in] the [removed: future, however, dividends are declared solely at the] discretion of our Board of Directors and there is no guarantee that the Board of Directors will continue to declare dividends in the future.

The graph below shows the cumulative total shareholder return assuming the investment of $100 in our common stock on December 31, [removed: 2016] [added: 2017] and the reinvestment of all dividends thereafter.

[removed: ][added: ]

On each of February 24, 2022, May 3, 2022, July 18, 2022, and October 24, 2022, we declared a dividend of $0.395 per share.

In each quarter of 2021, we declared a dividend of $0.39 per share and, in each quarter of 2020, we declared a dividend of $0.385 per share.

We expect to continue to declare and pay comparable dividends to our shareholders in the future, however, dividends are declared solely at

Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting as of December 31, [removed: 2021.][added: 2022.]

Based on the assessment, management concluded that, as of December 31, [removed: 2021,] [added: 2022,] our internal control over financial reporting was effective to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles in the United States.

The effectiveness of our internal control over financial reporting as of December 31, [removed: 2021] [added: 2022] has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report which is included herein.

We have audited the accompanying consolidated balance sheets of Albemarle Corporation and its subsidiaries (the “Company”) as of December 31, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] and the related consolidated statements of income, of comprehensive income, of changes in equity and of cash flows for each of the three years in the period ended December 31, [removed: 2021,] [added: 2022,] including the related notes (collectively referred to as the “consolidated financial statements”).

We also have audited the Company’s internal control over financial reporting as of December 31, [removed: 2021,] [added: 2022,] based on criteria established in *Internal Control—Integrated Framework* [removed: (*2013)*] [added: (2013)] issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, [removed: 2021] [added: 2022] and [removed: 2020,] [added: 2021,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2021] [added: 2022] in conformity with accounting principles generally accepted in the United States of America.

Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2021,] [added: 2022,] based on criteria established in *Internal Control—Integrated Framework* [removed: (*2013)*] [added: (2013)] issued by the COSO.

[removed: A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and] dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

As described in Notes 1 and 12 to the consolidated financial statements, the Company’s goodwill balance was [removed: $1,598] [added: $1,618] million as of December 31, [removed: 2021,] [added: 2022,] and the goodwill associated with the Refining Solutions reporting unit was [removed: $176] [added: $166] million.

Potential impairment is identified by comparing the fair value of a reporting unit to [removed: it’s] [added: its] carrying value, including goodwill.

Management’s cash flow projections for the Refining Solutions reporting unit included significant judgment and assumptions relating to revenue growth [removed: rates and] [added: rates,] adjusted EBITDA [removed: margins.][added: margins and the discount rate.]

The principal considerations for our determination that performing procedures relating to the goodwill impairment assessment of the Refining Solutions reporting unit is a critical audit matter are (i) the significant judgment by management when developing the fair value measurement of the reporting unit; [removed: and] (ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating management’s significant assumptions related to revenue growth [removed: rates and] [added: rates,] adjusted EBITDA [removed: margins.][added: margins, and the discount rate; and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.]

These procedures also included, among others (i) testing management’s process for developing the fair value estimate of the Refining Solutions reporting unit; (ii) evaluating the appropriateness of the discounted cash flow model; (iii) testing the completeness and accuracy of underlying data used in the model; and (iv) evaluating the significant assumptions used by management related to the revenue growth [removed: rates and] [added: rates,] adjusted EBITDA [removed: margins.][added: margins, and the discount rate.]

| Year Ended December 31 | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | |

| Net sales | | | $ | [removed: 3,327,957] [added: 7,320,104] | | | | | $ | [removed: 3,128,909] [added: 3,327,957] | | | | | $ | [removed: 3,589,427] [added: 3,128,909] | |

| Cost of goods sold | | | [removed: 2,329,986] [added: 4,245,517] | | | | | | [removed: 2,134,056] [added: 2,329,986] | | | | | | [removed: 2,331,649] [added: 2,134,056] | | |

| Gross profit | | | [removed: 997,971] [added: 3,074,587] | | | | | | [removed: 994,853] [added: 997,971] | | | | | | [removed: 1,257,778] [added: 994,853] | | |

| Selling, general and administrative expenses | | | [removed: 441,482] [added: 524,145] | | | | | | [removed: 429,827] [added: 441,482] | | | | | | [removed: 533,368] [added: 429,827] | | |

| Research and development expenses | | | [removed: 54,026] [added: 71,981] | | | | | | [removed: 59,214] [added: 54,026] | | | | | | [removed: 58,287] [added: 59,214] | | |

| [removed: Gain] [added: Loss (gain)] on sale of business/interest in properties, net | | | [removed: (295,971)] [added: 8,400] | | | | | | [removed: —] [added: (295,971)] | | | | | | — | | |

| Operating profit | | | [removed: 798,434] [added: 2,470,061] | | | | | | [removed: 505,812] [added: 798,434] | | | | | | [removed: 666,123] [added: 505,812] | | |

| Interest and financing [removed: expenses] [added: expenses(c)] | | | [removed: (61,476)] [added: —] | | | | | | [removed: (73,116)] [added: —] | | | | | | [removed: (57,695)] [added: —] | | | [added: | | | | | | | | | — | | | | | | 61,476 | | | | | | 61,476 | | |]

| Other [removed: expenses,] [added: income (expenses),] net | | | [removed: (603,340)] [added: 86,356] | | | | | | [removed: (59,177)] [added: (603,340)] | | | | | | [removed: (45,478)] [added: (59,177)] | | |

| Income before income taxes and equity in net income of unconsolidated investments | | | [removed: 133,618] [added: 2,433,444] | | | | | | [removed: 373,519] [added: 133,618] | | | | | | [removed: 562,950] [added: 373,519] | | |

| Income tax expense | | | [removed: 29,446] [added: —] | | | | | | [removed: 54,425] [added: —] | | | | | | [removed: 88,161] [added: —] | | | [added: | | | | | | | | | — | | | | | | 29,446 | | | | | | 29,446 | | |]

| Income before equity in net income of unconsolidated investments | | | [removed: 104,172] [added: 2,042,856] | | | | | | [removed: 319,094] [added: 104,172] | | | | | | [removed: 474,789] [added: 319,094] | | |

| Equity in net income of unconsolidated investments (net of tax) | | | [removed: 95,770] [added: 772,275] | | | | | | [removed: 127,521] [added: 95,770] | | | | | | [removed: 129,568] [added: 127,521] | | |

| Net income | | | [removed: 199,942] [added: 2,815,131] | | | | | | [removed: 446,615] [added: 199,942] | | | | | | [removed: 604,357] [added: 446,615] | | |

| Net income attributable to noncontrolling interests | | | [removed: (76,270)] [added: (125,315)] | | | | | | [removed: (70,851)] [added: (76,270)] | | | | | | [removed: (71,129)] [added: (70,851)] | | |

| Net income attributable to Albemarle Corporation | | | $ | [removed: 123,672] [added: 2,689,816] | | | | | $ | [removed: 375,764] [added: 123,672] | | | | | $ | [removed: 533,228] [added: 375,764] | |

| Basic earnings per share | | | $ | [removed: 1.07] [added: 22.97] | | | | | $ | [removed: 3.53] [added: 1.07] | | | | | $ | [removed: 5.03] [added: 3.53] | |

| Diluted earnings per share | | | $ | [removed: 1.06] [added: 22.84] | | | | | $ | [removed: 3.52] [added: 1.06] | | | | | $ | [removed: 5.02] [added: 3.52] | |

| Weighted-average common shares outstanding—basic | | | [removed: 115,841] [added: 117,120] | | | | | | [removed: 106,402] [added: 115,841] | | | | | | [removed: 105,949] [added: 106,402] | | |

| Weighted-average common shares outstanding—diluted | | | [removed: 116,536] [added: 117,793] | | | | | | [removed: 106,808] [added: 116,536] | | | | | | [removed: 106,321] [added: 106,808] | | |

| Net income | | | $ | [removed: 199,942] [added: 2,815,131] | | | | | $ | [removed: 446,615] [added: 199,942] | | | | | $ | [removed: 604,357] [added: 446,615] | |

| Foreign currency translation and other | | | [removed: (74,385)] [added: (171,295)] | | | | | | [removed: 99,832] [added: (74,385)] | | | | | | [removed: (61,399)] [added: 99,832] | | |

| Net investment hedge | | | [removed: 5,110] [added: —] | | | | | | [removed: (34,185)] [added: 5,110] | | | | | | [removed: 8,441] [added: (34,185)] | | |

| Cash flow hedge | | | [removed: 174] [added: (4,399)] | | | | | | [removed: 1,602] [added: 174] | | | | | | [removed: 4,847] [added: 1,602] | | |

| Interest rate swap | | | [removed: 2,623] [added: 7,399] | | | | | | [removed: 2,601] [added: 2,623] | | | | | | [removed: 2,591] [added: 2,601] | | |

| Total other comprehensive (loss) income, net of tax | | | [removed: (66,478)] [added: (168,295)] | | | | | | [removed: 69,850] [added: (66,478)] | | | | | | [removed: (45,520)] [added: 69,850] | | |

Our management’s assessment of internal control over financial reporting as of December 31, 2022 excludes the Guangxi Tianyuan New Energy Materials Co., Ltd. (“Qinzhou”) business because it was acquired in a purchase business combination during 2022.

Quinzhou is a wholly-owned subsidiary whose total assets and total revenues represent 1% and 0%, respectively, of the related consolidated financial statement amounts as of and for the year ended December 31, 2022.

| February 15, 2023 | | | | | | | | |

As described in Management’s Report on Internal Control over Financial Reporting, management has excluded Guangxi Albemarle Lithium Co., Ltd. from its assessment of internal control over financial reporting as of December 31, 2022 because it was acquired by the Company in a purchase business combination during 2022.

We have also excluded Guangxi Albemarle Lithium Co., Ltd. from our audit of internal control over financial reporting.

Guangxi Albemarle Lithium Co., Ltd. is a wholly-owned subsidiary whose total assets and total revenues excluded from management’s assessment and our audit of internal control over financial reporting represent 1% and 0%, respectively, of the related consolidated financial statement amounts as of and for the year ended December 31, 2022.

A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and

Professionals with specialized skill and knowledge were used to assist in the evaluation of the Company’s discounted cash flow model and the discount rate assumption.

| February 15, 2023 | | |

| Cash and cash equivalents | | | $ | 1,499,142 | | | | | $ | 439,272 | |

| Inventories | | | 2,076,031 | | | | | | 798,620 | | |

| Total current assets | | | 5,186,917 | | | | | | 1,993,681 | | |

| Investments | | | 1,150,553 | | | | | | 912,008 | | |

| Total assets | | | $ | 15,456,522 | | | | | $ | 10,974,118 | |

| Accounts payable to third parties | | | $ | 1,533,624 | | | | | $ | 600,487 | |

| Accounts payable to related parties | | | 518,377 | | | | | | 47,499 | | |

| Net income | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 2,689,816 | | | | | | 2,689,816 | | | | | | 125,315 | | | | | | 2,815,131 | | |

| Other comprehensive loss | | | | | | | | | | | | | | | | | | | | | | | | (168,212) | | | | | | | | | | | | (168,212) | | | | | | (83) | | | | | | (168,295) | | |

| Cash dividends declared, $1.58 per common share | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | (185,078) | | | | | | (185,078) | | | | | | (97,353) | | | | | | (282,431) | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Exercise of stock options | | | | | | 32,581 | | | | | | 1 | | | | | | 2,395 | | | | | | | | | | | | | | | | | | 2,396 | | | | | | | | | | | | 2,396 | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Balance at December 31, 2022 | | | | | | 117,168,366 | | | | | | $ | 1,172 | | | | | $ | 2,940,840 | | | | | $ | (560,662) | | | | | $ | 5,601,277 | | | | | $ | 7,982,627 | | | | | $ | 208,220 | | | | | $ | 8,190,847 | |

| Net income | | | 2,815,131 | | | | | | 199,942 | | | | | | 446,615 | | |

In addition, the consolidated financial statements contained herein include our 60% proportionate share of the results of operations of the MARBL Lithium Joint Venture (“MARBL”), which manages the exploration, development, mining, processing and production of lithium and other minerals from the Wodgina hard rock lithium mine project (“Wodgina Project”).

Interest and financing expenses for the year ended December 31, 2022 includes an expense of $17.5 million for the correction of out-of-period errors regarding overstated capitalized interest values in prior periods.

For the years ended December 31, 2021, 2020 and 2019, Interest expense was understated by $11.4 million, $5.5 million and $0.6 million, respectively.

The Company does not believe these adjustments are material to the consolidated financial statements for any of the prior periods presented or to the year ended December 31, 2022, in which they were corrected.

The balance of deferred profits on sales from its equity method investments to the Company are recorded to finished goods.

is considered probable and estimable.

However, if the adjusted EBITDA or discount rate estimates for the Refining Solutions reporting unit negatively changed by 10%, the Refining Solutions fair value would be below its carrying value.

We evaluate the recovery of our definite-lived

simulation model.

The Company elected to not consider the estimated impact of potential future Corporate Alternative Minimum Tax liabilities for purposes of assessing valuation allowances on its deferred tax balances.

However, in December 2022, the FASB issued an update to defer the sunset date of this guidance to December 31, 2024.

In October 2021, the FASB issued guidance on how to recognize and measure acquired contract assets and liabilities from revenue contracts in a business combination, which requires the acquirer to recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with ASC 606, *Revenue from Contracts with Customers* as if it had originated the contracts.

The Company has adopted this guidance and provided the required disclosures in this Annual Report on Form 10-K.

In March 2022, the FASB issued accounting guidance that expands the Company’s abilities to hedge the benchmark interest rate risk of portfolios of financial assets or beneficial interests in a fair value hedge.

This guidance expands the use of the portfolio layer method to allow multiple hedges of a single closed portfolio of assets using spot starting, forward starting, and amortizing-notional swaps.

This also permits both prepayable and non prepayable financial assets to be included in the closed portfolio of assets hedged in a portfolio layer hedge.

| | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

| February 18, 2022 | | | | | | | | |

| *Albemarle Corporation and Subsidiaries* | | | | | | | | |

| February 18, 2022 | | |

| | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Inventories | | | 812,920 | | | | | | 750,237 | | |

| Total current assets | | | 2,007,981 | | | | | | 2,206,184 | | |

| Investments | | | 897,708 | | | | | | 656,244 | | |

| Accounts payable | | | $ | 647,986 | | | | | $ | 483,221 | |

| Balance at January 1, 2019 | | | | | | 105,616,028 | | | | | | $ | 1,056 | | | | | $ | 1,368,897 | | | | | $ | (350,682) | | | | | $ | 2,566,050 | | | | | $ | 3,585,321 | | | | | $ | 173,787 | | | | | $ | 3,759,108 | |

| Net income | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 533,228 | | | | | | 533,228 | | | | | | 71,129 | | | | | | 604,357 | | |

| Other comprehensive loss | | | | | | | | | | | | | | | | | | | | | | | | (45,053) | | | | | | | | | | | | (45,053) | | | | | | (467) | | | | | | (45,520) | | |

| Cash dividends declared, $1.47 per common share | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | (155,800) | | | | | | (155,800) | | | | | | (83,187) | | | | | | (238,987) | | |

| Exercise of stock options | | | | | | 161,909 | | | | | | 2 | | | | | | 4,812 | | | | | | | | | | | | | | | | | | 4,814 | | | | | | | | | | | | 4,814 | | |

| Increase in ownership interest of noncontrolling interest | | | | | | | | | | | | | | | | | | (513) | | | | | | | | | | | | | | | | | | (513) | | | | | | 68 | | | | | | (445) | | |

| Cash and cash equivalents at beginning of year | | | $ | 746,724 | | | | | $ | 613,110 | | | | | $ | 555,320 | |

| Gain on sale of property | | | — | | | | | | — | | | | | | (14,411) | | |

| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS | | | | | | | | |

As described further in Note 2, “Acquisitions,” we completed the acquisition of a 60% ownership interest in Mineral Resources Limited’s (“MRL”) Wodgina hard rock lithium mine project (“Wodgina Project”) on October 31, 2019 creating a joint venture named MARBL Lithium Joint Venture (“MARBL”).

The consolidated financial statements contained herein include our proportionate share of the results of operations of the Wodgina Project, commencing on November 1, 2019.

Effective January 1, 2019, we adopted Accounting Standards Update (“ASU”) No. 2016-02, “Leases” and all related amendments using the modified retrospective method.

As part of this adoption, we have elected the practical expedient relief

package allowed by the new standard, which does not require the reassessment of (1) whether existing contracts contain a lease, (2) the lease classification or (3) unamortized initial direct costs for existing leases; and have elected to apply hindsight to the existing leases.

estimable.

group is measured and if the carrying amount exceeds the fair value, an impairment loss is recognized.

To the extent restricted

The

In December 2019, the FASB issued accounting guidance that simplifies the accounting for income taxes by removing certain exceptions to the general principles in Accounting Standards Codification (“ASC”) Topic 740.

The amendments also improve consistent application of and simplify U.S. GAAP for other areas of ASC Topic 740 by clarifying and amending existing guidance.

The plant is currently in the commissioning stage and is expected to begin commercial production in the first half of 2022.

The Company expects the transaction, which is subject to customary closing conditions, to close in the first half of 2022.

The cash consideration was initially funded by the 2019 Credit Facility entered into

on August 14, 2019; see Note 14, “Long-Term Debt,” for further details.

In addition, we have formed an unincorporated joint venture with MRL, MARBL, for the exploration, development, mining, processing and production of lithium and other minerals from the Wodgina Project and for the operation of the Kemerton assets.

We are entitled to a pro rata portion of 60% of all minerals (other than iron ore and tantalum) recovered from the tenements and produced by the joint venture.

As part of this acquisition, MARBL Lithium Operations Pty.

Ltd. (the “Manager”), an incorporated joint venture, has been formed to manage the Wodgina Project.

We will consolidate our 60% ownership interest in the Manager in our consolidated financial statements.

No changes in our internal control over financial reporting (as such term is defined in Exchange Act Rule 13a-15(f)) occurred during the fiscal quarter ended December 31, [removed: 2021] [added: 2022] that materially affected, or [removed: is] [added: are] reasonably likely to materially affect, our internal control over financial reporting.

Prior Year Remediation

On January 26, 2023, we filed an amended Annual Report on Form 10-K/A for the year ended December 31, 2021 (the “Form 10-K/A”) to amend certain disclosures within the Mineral Properties section of Part I, Item 2.

Properties, and file amended versions of the material individual mineral property technical report summaries responding to Item 601(b)(96) and subpart 1300 of Regulation S-K (the "Mining Disclosures").

In connection with the preparation and filing of this the Form 10-K/A, our principal executive officer and principal financial officer re-evaluated the effectiveness of the design and operation of our disclosure controls and procedures.

Based on this re-evaluation and solely as a result of the updated Mining Disclosures included in this Form 10-K/A, our principal executive officer and principal financial officer concluded that, as of the end of the period covered by the Form 10-K/A, our disclosure controls and procedures were not effective.

During the re-evaluation, our principal executive officer and principal financial officer concluded that, while the design of our disclosure controls and procedures is appropriate, there was a deficiency in their operation solely in connection with certain of the new disclosures required by the Mining Disclosures that we were required to provide for the first time in the Annual Report on Form 10-K for the year ended December 31, 2021.

Following the initial preparation of the Mining Disclosures and in connection with the re-evaluation of the design and operation of our disclosure controls and procedures described above, we implemented additional operational procedures with respect to the Mining Disclosures included in this Annual Report on Form 10-K for the year ended December 31, 2022 and that will be applied to the preparation of the Mining Disclosures for future reports that we file or submit to the SEC under the Exchange Act, including:

- additional reviews of rule-based disclosure checklists for the Mining Disclosures;

- more frequent communication, including discussion of the Mining Disclosure rules specifically, with qualified persons in connection with their preparation of the technical report summaries for each of our mineral properties to ensure effective processes and procedures were applied in preparing and reviewing the Mining Disclosures; and

- review of best practices for Mining Disclosures based on SEC comment letters and SEC filings of industry peers in connection with their preparation.

In light of the additional operation procedures discussed above, our principal executive officer and principal financial officer concluded that, as of the end of the period covered by this report, our disclosure controls and procedures were effective and the deficiencies in the operation of the disclosure controls and procedures related to the Mining Disclosures as of the end of the period covered by the Form 10-K/A were remediated.

Even with the implementation of the additional operational procedures discussed above, our management recognizes that any controls and procedures, no matter how well designed and operated, can only provide reasonable, and not absolute, assurance of achieving their objectives and our management necessarily applies its judgment in evaluating the cost-benefit relationship of possible controls and procedures.

| | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

| *Albemarle Corporation and Subsidiaries* | | | | | | | | |

| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS | | | | | | | | |

Our Chief Executive Officer made his annual certification to that effect to [added: the NYSE as of May 4, 2022.]

| | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

| *Albemarle Corporation and Subsidiaries* | | | | | | | | |

the NYSE as of May 11, 2021.

| | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

| *Albemarle Corporation and Subsidiaries* | | | | | | | | |

| NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS | | | | | | | | |

(a)(1) The following consolidated financial and informational statements of the registrant are included in Part II Item 8 on pages [removed: 74] [added: 80] to [removed: 126:][added: 131:]

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]

| [removed: [4.2](http://www.sec.gov/Archives/edgar/data/915913/000119312510278095/dex42.htm)] [added: [4](http://www.sec.gov/Archives/edgar/data/915913/000094787115000064/ss414512_ex0401.htm)[.3](http://www.sec.gov/Archives/edgar/data/915913/000094787115000064/ss414512_ex0401.htm)] | | | | | | [removed: [Second] [added: [Fourth] Supplemental Indenture, dated as of [removed: December 10, 2010, between] [added: January 29, 2015, among] Albemarle [removed: Corporation and] [added: Corporation, Rockwood Holdings, Inc. (as successor by merger to Albemarle Holdings Corporation), Rockwood Specialties Group, Inc. (as successor by merger to Albemarle Holdings II Corporation),] The Bank of New York Mellon Trust Company, N.A., [added: a national banking association,] as successor [removed: trustee] to The Bank of New [removed: York] [added: York, as resigning trustee, and U.S. Bank National Association, as successor trustee] \[filed as Exhibit [removed: 4.2] [added: 4.1] to the Company’s Current Report on Form 8-K (No. 1-12658) filed on [removed: December 10, 2010,] [added: January 29, 2015,] and incorporated herein by [removed: reference\].](http://www.sec.gov/Archives/edgar/data/915913/000119312510278095/dex42.htm)] [added: reference\].](http://www.sec.gov/Archives/edgar/data/915913/000094787115000064/ss414512_ex0401.htm)] | | | | | |

| [removed: [4.3](http://www.sec.gov/Archives/edgar/data/915913/000094787114000728/ss407248_ex0401.htm)] [added: [4.2](http://www.sec.gov/Archives/edgar/data/915913/000094787114000728/ss407248_ex0401.htm)] | | | | | | [Third Supplemental Indenture, dated as of November 24, 2014, among Albemarle Corporation, Albemarle Holdings Corporation (now Rockwood Holdings, Inc.) and Albemarle Holdings II Corporation (now Rockwood Specialties Group, Inc.) and U.S. Bank National Association, as trustee \[filed as Exhibit 4.1 to the Company’s Current Report on Form 8-K (No. 1-12658) filed on November 24, 2014, and incorporated herein by reference\].](http://www.sec.gov/Archives/edgar/data/915913/000094787114000728/ss407248_ex0401.htm) | | | | | |

| [removed: [4.5](http://www.sec.gov/Archives/edgar/data/915913/000119312510278095/dex43.htm)] [added: [4.](http://www.sec.gov/Archives/edgar/data/915913/000094787114000728/ss407248_ex0404.htm)[4](http://www.sec.gov/Archives/edgar/data/915913/000094787114000728/ss407248_ex0404.htm)] | | | | | | [Form of Global Security for the [removed: 4.50%] [added: 5.450%] Senior Notes due [removed: 2020] [added: 2044] \[filed as Exhibit [removed: 4.3] [added: 4.4] to the Company’s Current Report on Form 8-K (No. 1-12658) filed on [removed: December 10, 2010,] [added: November 24, 2014,] and incorporated herein by [removed: reference\].](http://www.sec.gov/Archives/edgar/data/915913/000119312510278095/dex43.htm)] [added: reference\].](http://www.sec.gov/Archives/edgar/data/915913/000094787114000728/ss407248_ex0404.htm)] | | | | | |

| [removed: [4.6](http://www.sec.gov/Archives/edgar/data/915913/000094787114000728/ss407248_ex0403.htm)] [added: [4.9](http://www.sec.gov/Archives/edgar/data/915913/000091591322000106/a05-13x20228kxexhibit43.htm)] | | | | | | [Form of [removed: Global Security for the 4.150%] [added: 5.050%] Senior Notes due [removed: 2024] [added: 2032] \[filed as Exhibit 4.3 to the Company’s Current Report on Form 8-K (No. 1-12658) filed on [removed: November 24, 2014,] [added: May 13, 2022,] and incorporated herein by [removed: reference\].](http://www.sec.gov/Archives/edgar/data/915913/000094787114000728/ss407248_ex0403.htm)] [added: reference\].](http://www.sec.gov/Archives/edgar/data/915913/000091591322000106/a05-13x20228kxexhibit43.htm)] | | | | | |

| [removed: [4.7](http://www.sec.gov/Archives/edgar/data/915913/000094787114000728/ss407248_ex0404.htm)] [added: [4.10](http://www.sec.gov/Archives/edgar/data/915913/000091591322000106/a05-13x20228kxexhibit44.htm)] | | | | | | [Form of [removed: Global Security for the 5.450%] [added: 5.650%] Senior Notes due [removed: 2044] [added: 2052] \[filed as Exhibit 4.4 to the Company’s Current Report on Form 8-K (No. 1-12658) filed on [removed: November 24, 2014,] [added: May 13, 2022,] and incorporated herein by [removed: reference\].](http://www.sec.gov/Archives/edgar/data/915913/000094787114000728/ss407248_ex0404.htm)] [added: reference\].](http://www.sec.gov/Archives/edgar/data/915913/000091591322000106/a05-13x20228kxexhibit44.htm)] | | | | | |

| [removed: [4.8](http://www.sec.gov/Archives/edgar/data/915913/000091591315000009/exhibit481231201410-k.htm)] [added: [#10.](http://www.sec.gov/Archives/edgar/data/915913/000091591316000041/exhibit10211231201510-k.htm)[19](http://www.sec.gov/Archives/edgar/data/915913/000091591316000041/exhibit10211231201510-k.htm)] | | | | | | [Form of [removed: Global Security for the 1.875% Senior Notes due 2021] [added: Amendment to Severance Compensation Agreement] \[filed as Exhibit [removed: 4.8] [added: 10.21] to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, [removed: 2014] [added: 2015] (No. 1-12658), and incorporated herein by [removed: reference\].](http://www.sec.gov/Archives/edgar/data/915913/000091591315000009/exhibit481231201410-k.htm)] [added: reference\].](http://www.sec.gov/Archives/edgar/data/915913/000091591316000041/exhibit10211231201510-k.htm)] | | | | | |

| [removed: [4.9](http://www.sec.gov/Archives/edgar/data/915913/000091591319000106/a11-25x19xxbondofferin41.htm)] [added: [10.4](http://www.sec.gov/Archives/edgar/data/915913/000091591319000099/exhibit1030930201910q.htm)[6](http://www.sec.gov/Archives/edgar/data/915913/000091591319000099/exhibit1030930201910q.htm)] | | | | | | [removed: [Fifth Supplemental Indenture,] [added: [MARBL Joint Venture Agreement,] dated [removed: as of November 25,] [added: August 1,] 2019, among [removed: Albemarle Corporation,] [added: Wodgina Lithium Pty Ltd,] Albemarle Wodgina Pty [removed: Ltd] [added: Ltd,] and [removed: U.S. Bank National Association, as trustee] [added: MARBL Lithium Operations] \[filed as Exhibit [removed: 4.1] [added: 10.3] to the Company’s [removed: Current] [added: Quarterly] Report on Form [removed: 8-K] [added: 10-Q] (No. 1-12658) filed on November [removed: 25,] [added: 6,] 2019, and incorporated herein by [removed: reference\].](http://www.sec.gov/Archives/edgar/data/915913/000091591319000106/a11-25x19xxbondofferin41.htm)] [added: reference\].](http://www.sec.gov/Archives/edgar/data/915913/000091591319000099/exhibit1030930201910q.htm)] | | | | | |

| [removed: [4.10](http://www.sec.gov/Archives/edgar/data/915913/000091591319000106/a11-25x19xxbondofferin42.htm)] [added: [4.](http://www.sec.gov/Archives/edgar/data/915913/000091591319000106/a11-25x19xxbondofferin43.htm)[5](http://www.sec.gov/Archives/edgar/data/915913/000091591319000106/a11-25x19xxbondofferin43.htm)] | | | | | | [Form of [removed: Floating Rate] [added: 3.450%] Note due [removed: 2022] [added: 2029] \[filed as Exhibit [removed: 4.2] [added: 4.3] to the Company’s Current Report on Form 8-K (No. 1-12658) filed on November 25, 2019, and incorporated herein by [removed: reference\].](http://www.sec.gov/Archives/edgar/data/915913/000091591319000106/a11-25x19xxbondofferin42.htm)] [added: reference\].](http://www.sec.gov/Archives/edgar/data/915913/000091591319000106/a11-25x19xxbondofferin43.htm)] | | | | | |

| [removed: [4.11](http://www.sec.gov/Archives/edgar/data/915913/000091591319000106/a11-25x19xxbondofferin43.htm)] [added: [4.](http://www.sec.gov/Archives/edgar/data/915913/000091591319000106/a11-25x19xxbondofferin44.htm)[6](http://www.sec.gov/Archives/edgar/data/915913/000091591319000106/a11-25x19xxbondofferin44.htm)] | | | | | | [Form of [removed: 3.450%] [added: 1.125%] Note due [removed: 2029] [added: 2025] \[filed as Exhibit [removed: 4.3] [added: 4.4] to the Company’s Current Report on Form 8-K (No. 1-12658) filed on November 25, 2019, and incorporated herein by [removed: reference\].](http://www.sec.gov/Archives/edgar/data/915913/000091591319000106/a11-25x19xxbondofferin43.htm)] [added: reference\].](http://www.sec.gov/Archives/edgar/data/915913/000091591319000106/a11-25x19xxbondofferin44.htm)] | | | | | |

| [removed: [4.12](http://www.sec.gov/Archives/edgar/data/915913/000091591319000106/a11-25x19xxbondofferin44.htm)] [added: [4.](http://www.sec.gov/Archives/edgar/data/915913/000091591319000106/a11-25x19xxbondofferin45.htm)[7](http://www.sec.gov/Archives/edgar/data/915913/000091591319000106/a11-25x19xxbondofferin45.htm)] | | | | | | [Form of [removed: 1.125%] [added: 1.625%] Note due [removed: 2025] [added: 2028] \[filed as Exhibit [removed: 4.4] [added: 4.5] to the Company’s Current Report on Form 8-K (No. 1-12658) filed on November 25, 2019, and incorporated herein by [removed: reference\].](http://www.sec.gov/Archives/edgar/data/915913/000091591319000106/a11-25x19xxbondofferin44.htm)] [added: reference\].](http://www.sec.gov/Archives/edgar/data/915913/000091591319000106/a11-25x19xxbondofferin45.htm)] | | | | | |

| [removed: [4.13](http://www.sec.gov/Archives/edgar/data/915913/000091591319000106/a11-25x19xxbondofferin45.htm)] [added: [4.8](http://www.sec.gov/Archives/edgar/data/915913/000091591322000106/a05-13x20228kxexhibit42.htm)] | | | | | | [Form of [removed: 1.625% Note] [added: 4.650% Senior Notes] due [removed: 2028] [added: 2027] \[filed as Exhibit [removed: 4.5] [added: 4.2] to the Company’s Current Report on Form 8-K (No. 1-12658) filed on [removed: November 25, 2019,] [added: May 13, 2022,] and incorporated herein by [removed: reference\].](http://www.sec.gov/Archives/edgar/data/915913/000091591319000106/a11-25x19xxbondofferin45.htm)] [added: reference\].](http://www.sec.gov/Archives/edgar/data/915913/000091591322000106/a05-13x20228kxexhibit42.htm)] | | | | | |

| [removed: [4.14](http://www.sec.gov/Archives/edgar/data/915913/000091591320000040/exhibit4141231201910-k.htm)] [added: [#10.](http://www.sec.gov/Archives/edgar/data/915913/000091591316000041/exhibit10191231201510-k.htm)[17](http://www.sec.gov/Archives/edgar/data/915913/000091591316000041/exhibit10191231201510-k.htm)] | | | | | | [removed: [Description] [added: [Form] of [removed: Securities] [added: Severance Compensation Agreement (Pension-Eligible Employees)] \[filed as Exhibit [removed: 4.14] [added: 10.19] to the [removed: Company's] [added: Company’s] Annual Report on Form 10-K for the [added: fiscal] year ended December 31, [removed: 2019] [added: 2015] (No. 1-12658), and incorporated herein by [removed: reference\].](http://www.sec.gov/Archives/edgar/data/915913/000091591320000040/exhibit4141231201910-k.htm)] [added: reference\].](http://www.sec.gov/Archives/edgar/data/915913/000091591316000041/exhibit10191231201510-k.htm)] | | | | | |

| [removed: [4.15](http://www.sec.gov/Archives/edgar/data/915913/000091591321000092/a03-31x20218xkex41suppinde.htm)] [added: [#10.](http://www.sec.gov/Archives/edgar/data/915913/000119312516490189/d152956dex101.htm)[3](http://www.sec.gov/Archives/edgar/data/915913/000119312516490189/d152956dex101.htm)] | | | | | | [removed: [Sixth Supplemental Indenture, dated March 30, 2021, among Albemarle Corporation,] [added: [Form of Notice of Option Grant under the] Albemarle [removed: New Holding GmbH, and U.S. Bank National Association, as trustee] [added: Corporation 2008 Incentive Plan] \[filed as Exhibit [removed: 4.1] [added: 10.1] to the Company’s Current Report on Form 8-K (No. 1-12658) filed on March [removed: 31, 2021,] [added: 2, 2016,] and incorporated herein by [removed: reference\].](http://www.sec.gov/Archives/edgar/data/915913/000091591321000092/a03-31x20218xkex41suppinde.htm)] [added: reference\].](http://www.sec.gov/Archives/edgar/data/915913/000119312516490189/d152956dex101.htm)] | | | | | |

| [#10.2](http://www.sec.gov/Archives/edgar/data/915913/000091591316000065/exhibit1010630201610q.htm) | | | | | | [First [removed: Amendment] [added: Amend](http://www.sec.gov/Archives/edgar/data/915913/000091591316000065/exhibit1010630201610q.htm)[ment] to the Albemarle Corporation Stock [removed: Compensation] [added: Comp](http://www.sec.gov/Archives/edgar/data/915913/000091591316000065/exhibit1010630201610q.htm)[ensation] and Deferral Election [removed: Plan \[filed] [added: Plan](http://www.sec.gov/Archives/edgar/data/915913/000091591316000065/exhibit1010630201610q.htm) [\[filed] as Exhibit 10.1 to the [removed: Company’s] [added: Company](http://www.sec.gov/Archives/edgar/data/915913/000091591316000065/exhibit1010630201610q.htm)[’](http://www.sec.gov/Archives/edgar/data/915913/000091591316000065/exhibit1010630201610q.htm)[s] Quarterly Report on Form 10-Q for the quarter ended [removed: June] [added: J](http://www.sec.gov/Archives/edgar/data/915913/000091591316000065/exhibit1010630201610q.htm)[une] 30, [removed: 2016 (No. 1-12658),] [added: 2016](http://www.sec.gov/Archives/edgar/data/915913/000091591316000065/exhibit1010630201610q.htm) [(No. 1-12658)](http://www.sec.gov/Archives/edgar/data/915913/000091591316000065/exhibit1010630201610q.htm)[,] and incorporated herein by reference\].](http://www.sec.gov/Archives/edgar/data/915913/000091591316000065/exhibit1010630201610q.htm) | | | | | |

| [removed: [#10.3](http://www.sec.gov/Archives/edgar/data/915913/000120677406000435/exhibit10-10.htm)] [added: [#10.3](http://www.sec.gov/Archives/edgar/data/915913/000091591318000005/exhibit10381231201710-k.htm)[1](http://www.sec.gov/Archives/edgar/data/915913/000091591318000005/exhibit10381231201710-k.htm)] | | | | | | [removed: [Compensation Arrangement with Luther C. Kissam, IV,] [added: [Fifth Amendment to the Albemarle Corporation Executive Deferred Compensation Plan,] dated [removed: August 29, 2003] [added: as of March 31, 2017] \[filed as Exhibit [removed: 10.10] [added: 10.38] to the Company’s Annual Report on Form 10-K for the [added: fiscal] year ended December 31, [removed: 2005] [added: 2017] (No. 1-12658), and incorporated herein by [removed: reference\].](http://www.sec.gov/Archives/edgar/data/915913/000120677406000435/exhibit10-10.htm)] [added: reference\].](http://www.sec.gov/Archives/edgar/data/915913/000091591318000005/exhibit10381231201710-k.htm)] | | | | | |

| [removed: [#10.4](http://www.sec.gov/Archives/edgar/data/915913/000119312516490189/d152956dex101.htm)] [added: [#10.](http://www.sec.gov/Archives/edgar/data/915913/000119312516789226/d307006dex104.htm)[4](http://www.sec.gov/Archives/edgar/data/915913/000119312516789226/d307006dex104.htm)] | | | | | | [Form [removed: of] Notice of [removed: Option Grant] [added: Restricted Stock Unit Award] under the Albemarle Corporation 2008 Incentive Plan \[filed as Exhibit [removed: 10.1] [added: 10.4] to the Company’s Current Report on Form 8-K (No. 1-12658) filed on [removed: March 2,] [added: December 9,] 2016, and incorporated herein by [removed: reference\].](http://www.sec.gov/Archives/edgar/data/915913/000119312516490189/d152956dex101.htm)] [added: reference\].](http://www.sec.gov/Archives/edgar/data/915913/000119312516789226/d307006dex104.htm)] | | | | | |

| [removed: [#10.5](http://www.sec.gov/Archives/edgar/data/915913/000119312516490189/d152956dex103.htm)] [added: [#10.](http://www.sec.gov/Archives/edgar/data/915913/000119312516789226/d307006dex105.htm)[5](http://www.sec.gov/Archives/edgar/data/915913/000119312516789226/d307006dex105.htm)] | | | | | | [Form of Notice of TSR Performance Unit Award [added: under the Albemarle Corporation 2008 Incentive Plan] \[filed as Exhibit [removed: 10.3] [added: 10.5] to the Company’s Current Report on Form 8-K (No. 1-12658) filed on [removed: March 2,] [added: December 9,] 2016, and incorporated herein by [removed: reference\].](http://www.sec.gov/Archives/edgar/data/915913/000119312516490189/d152956dex103.htm)] [added: reference\].](http://www.sec.gov/Archives/edgar/data/915913/000119312516789226/d307006dex105.htm)] | | | | | |

| [removed: [#10.6](http://www.sec.gov/Archives/edgar/data/915913/000119312516789226/d307006dex104.htm)] [added: [#10.](http://www.sec.gov/ix?doc=/Archives/edgar/data/915913/000091591320000078/a030420208k.htm)[12](http://www.sec.gov/ix?doc=/Archives/edgar/data/915913/000091591320000078/a030420208k.htm)] | | | | | | [Form [added: of] Notice of [added: Special] Restricted Stock Unit Award under the Albemarle Corporation [removed: 2008] [added: 2017] Incentive Plan \[filed as Exhibit [removed: 10.4] [added: 10.6] to the Company’s Current Report on Form 8-K (No. 1-12658) filed on [removed: December 9, 2016,] [added: February 27, 2020,] and incorporated herein by [removed: reference\].](http://www.sec.gov/Archives/edgar/data/915913/000119312516789226/d307006dex104.htm)] [added: reference\].](http://www.sec.gov/ix?doc=/Archives/edgar/data/915913/000091591320000078/a030420208k.htm)] | | | | | |

| [removed: [#10.7](http://www.sec.gov/Archives/edgar/data/915913/000119312516789226/d307006dex105.htm)] [added: [#10.](http://www.sec.gov/Archives/edgar/data/915913/000091591318000023/exhibit1010331201810q.htm)[6](http://www.sec.gov/Archives/edgar/data/915913/000091591318000023/exhibit1010331201810q.htm)] | | | | | | [Form of Notice of TSR Performance Unit Award under the Albemarle Corporation [removed: 2008] [added: 2017] Incentive Plan \[filed as Exhibit [removed: 10.5] [added: 10.1] to the Company’s [removed: Current] [added: Quarterly] Report on Form [removed: 8-K] [added: 10-Q] (No. 1-12658) filed on [removed: December] [added: May] 9, [removed: 2016,] [added: 2018,] and incorporated herein by [removed: reference\].](http://www.sec.gov/Archives/edgar/data/915913/000119312516789226/d307006dex105.htm)] [added: reference\].](http://www.sec.gov/Archives/edgar/data/915913/000091591318000023/exhibit1010331201810q.htm)] | | | | | |

| [removed: [#10.8](http://www.sec.gov/Archives/edgar/data/915913/000091591318000023/exhibit1010331201810q.htm)] [added: [#10.](http://www.sec.gov/Archives/edgar/data/915913/000091591318000023/exhibit1030331201810q.htm)[8](http://www.sec.gov/Archives/edgar/data/915913/000091591318000023/exhibit1030331201810q.htm)] | | | | | | [Form of Notice of [removed: TSR Performance] [added: Restricted Stock] Unit Award under the Albemarle Corporation 2017 Incentive Plan \[filed as Exhibit [removed: 10.1] [added: 10.3] to the Company’s Quarterly Report on Form 10-Q (No. 1-12658) filed on May 9, 2018, and incorporated herein by [removed: reference\].](http://www.sec.gov/Archives/edgar/data/915913/000091591318000023/exhibit1010331201810q.htm)] [added: reference\].](http://www.sec.gov/Archives/edgar/data/915913/000091591318000023/exhibit1030331201810q.htm)] | | | | | |