Restructuring and Other Charges

12 Months Ended

Dec. 31, 2025

Restructuring and Related Activities [Abstract]

The following table summarizes the impact of the charges as a result of this action on the Consolidated Statements of Operations:


	Severance and employee benefits (1)		Idling Activities (2)		Asset retirement obligation adjustments		Environmental liability		Contract abandonment and other changes		Total cash charges		Asset disposal (3)		Other non-cash charges		Total non-cash charges		Total restructuring and other charges
Botlek closure	$	27	$	54	$	11	$	—	$	10	$	102	$	70	$	1	$	71	$	173
Fuzhou closure	10		—		1		8		2		21		37		1		38		59
Year Ended December 31, 2025	$	37	$	54	$	12	$	8	$	12	$	123	$	107	$	2	$	109	$	232

(1) Represents severance that is statutorily required by law as well as any incremental enhancements that are provided by the respective actions.

(2) Represents decommissioning and idling activities and are expensed as incurred.

(3) Represents asset write-offs and accelerated depreciation.

Botlek closure

In March 2025, Tronox announced that it informed its Netherlands' labor force that it proposed to idle its 90,000 metric ton per year TiO2 plant in the Netherlands indefinitely, as a result of a strategic review it undertook of the Company's global asset footprint. The Company believed this decision would optimize its global production footprint and improve its capacity utilizations. Approximately 240 employees were impacted by the action. As a result of this decision, the Company expects to record total restructuring and other related charges of approximately $180 million, approximately $75 million of which is

expected to be related to non-cash items, arising from idling site operations which is currently expected to be completed in the first half of 2026.

For the year ended December 31, 2025, Tronox incurred $173 million of charges, of which $71 million were non-cash. These charges included $27 million in severance and employee separation benefits charges, $54 million for activities associated with idling of site operations, $11 million associated with asset retirement obligation adjustments, and $10 million of contract early termination charges. Tronox expects to incur incremental expenses associated with these items through the first half of 2026 as severance and employee benefit obligations become due, site idling activities occur and contracts are terminated.

In addition, the Company has recorded a non-cash charge of $71 million during the year ended December 31, 2025, primarily associated with asset write-downs and accelerated depreciation associated with assets which are not redeployable to other locations of the Company. Assets at the site will continue to be evaluated for redeployment to other locations throughout the idling process which could result in changes to the amount of asset write-downs and accelerated depreciation.

Fuzhou closure

Subsequent to the Botlek plant closure, the Company continued to review its global pigment plant portfolio and ultimately in January 2026, announced its permanent closure of its 46,000 metric ton per year TiO2 plant in Fuzhou, China. The closure reflects ongoing weak Chinese domestic demand and increasing costs plus continued excess Chinese TiO2 production. This action was a result of a strategic review it undertook of the Company's global asset footprint. The Company believes this decision will optimize its global production footprint and improve its capacity utilizations. This action is expected to impact approximately 550 employees located at the site. As a result of this decision, the Company expects to record total restructuring and other related charges of approximately $60-80 million, $35-45 million of which is expected to be related to non-cash items, arising from idling site operations which is currently expected to be completed in 2026.

For the year ended December 31, 2025, Tronox incurred $59 million of charges, of which $38 million were non-cash related to the Fuzhou closure. These charges included $10 million in severance and employee separation benefits charges, $8 million associated with environmental obligation adjustments and $2 million of contract early termination charges. Tronox expects to incur incremental expenses associated with these items through the end of 2026 as severance and employee benefit obligations become due, site idling activities occur and contracts are terminated.

In addition, the Company has recorded a non-cash charge of $38 million during the year ended December 31, 2025, primarily associated with asset write-downs and accelerated depreciation associated with assets which are not redeployable to other locations of the Company.

Rollforward of restructuring and other charges reserve

The following table shows a rollforward of restructuring and other charges reserves that will result in cash spending. These amounts exclude asset retirement obligations and environmental liability, which are included in "Asset retirement obligations" and "Environmental liabilities", respectively, on the Consolidated Balance Sheets:


	Balance at January 1, 2025		Changes in Reserves		Cash Payments		Foreign currency translation and other		Balance at December 31, 2025
Botlek closure	$	—	$	91	$	(76)	$	1	$	16
Fuzhou closure	—		12		—		—		12
Total	$	—	$	103	$	(76)	$	1	$	28

Cash payments associated with the liability at December 31, 2025 for the Netherlands are expected to occur through the second quarter of 2026 and primarily through December 31, 2026, for Fuzhou. As of December 31, 2025, $23 million and $5 million are recorded within "Accrued liabilities" and "Other long-term liabilities", respectively, on the Consolidated Balance Sheet.