XML 22 R11.htm IDEA: XBRL DOCUMENT
v3.26.1

Restructuring and Other Charges | 6 Months Ended
--- | ---
Jun. 30, 2026
Restructuring and Related Activities [Abstract] |
Restructuring and Other Charges | Restructuring and Other Charges The following table summarizes the impact of the charges as a result of this action on the unaudited Condensed Consolidated Statements of Operations for the three months ended June 30, 2026 and 2025:
| 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 | $ | 1 |  |  | $ | 1 |  |  | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | 2 |  |  | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | 2 |
Fuzhou closure | 1 |  |  | 1 |  |  | — |  |  | — |  |  | — |  |  | 2 |  |  | — |  |  | — |  |  | — |  |  | 2 |
Three Months Ended June 30, 2026 | $ | 2 |  |  | $ | 2 |  |  | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | 4 |  |  | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | 4 |
| 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 | $ | 9 |  |  | $ | 24 |  |  | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | 33 |  |  | $ | 9 |  |  | $ | — |  |  | $ | 9 |  |  | $ | 42 |
Three Months Ended June 30, 2025 | $ | 9 |  |  | $ | 24 |  |  | $ | — |  |  | $ | — |  |  | $ | — |  |  | $ | 33 |  |  | $ | 9 |  |  | $ | — |  |  | $ | 9 |  |  | $ | 42 |
(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. The following table summarizes the impact of the charges as a result of this action on the unaudited Condensed Consolidated Statements of Operations for the six months ended June 30, 2026 and 2025:
| 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 | $ | 2 |  |  | $ | 5 |  |  | $ | — |  |  | $ | — |  |  | $ | 1 |  |  | $ | 8 |  |  | $ | 3 |  |  | $ | — |  |  | $ | 3 |  |  | $ | 11 |
Fuzhou closure | 4 |  |  | 3 |  |  | — |  |  | — |  |  | — |  |  | 7 |  |  | — |  |  | — |  |  | — |  |  | 7 |
Six Months Ended June 30, 2026 | $ | 6 |  |  | $ | 8 |  |  | $ | — |  |  | $ | — |  |  | $ | 1 |  |  | $ | 15 |  |  | $ | 3 |  |  | $ | — |  |  | $ | 3 |  |  | $ | 18 |
| 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 | $ | 17 |  |  | $ | 30 |  |  | $ | 11 |  |  | $ | — |  |  | $ | 7 |  |  | $ | 65 |  |  | $ | 62 |  |  | $ | 1 |  |  | $ | 63 |  |  | $ | 128 |
Six Months Ended June 30, 2025 | $ | 17 |  |  | $ | 30 |  |  | $ | 11 |  |  | $ | — |  |  | $ | 7 |  |  | $ | 65 |  |  | $ | 62 |  |  | $ | 1 |  |  | $ | 63 |  |  | $ | 128 |
(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 and informed the Netherlands' labor force of its plan to idle its 90,000 metric ton per year TiO 2 plant in the Netherlands indefinitely, as a result of a strategic review it undertook of the Company's global asset footprint. The Company's main objective for this action was to 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 has recorded total restructuring and other related charges of $184 million, approximately $74 million of which is related to non-cash items. The plan is substantially complete as of June 30, 2026, and as a result, we expect any future restructuring charges for this plan to be immaterial. For the three months ended June 30, 2026, Tronox incurred $2 million of charges, which included $1 million in severance and employee separation benefits charges and $1 million for activities associated with idling of site operations. Given the plan is substantially complete, we do not expect to incur any material incremental restructuring charges related to these items going forward. For the six months ended June 30, 2026, Tronox incurred $11 million of charges, of which $3 million were non-cash. These charges included $2 million in severance and employee separation benefits charges, $5 million for activities associated with idling of site operations, and $1 million of contract early termination charges. In addition, the Company has recorded a non-cash charge of $3 million during the six months ended June 30, 2026, primarily associated with asset write-downs and accelerated depreciation associated with assets which are not redeployable to other locations of the Company. The plan is substantially complete, and as a result, we expect any incremental charges or changes with respect to these items to be immaterial. Fuzhou closure Subsequent to the Botlek plant closure in 2025, the Company continued to review its global pigment plant portfolio and ultimately in January 2026, announced its plan to permanently close its 46,000 metric ton per year TiO 2 plant in Fuzhou, China. The closure reflected ongoing weak Chinese domestic demand and increasing costs plus continued excess Chinese TiO 2 production. This action was a result of a strategic review the Company undertook of its global asset footprint. The Company believes this decision will optimize its global production footprint and improve its capacity utilizations. This action impacted approximately 550 employees located at the site. As a result of this decision, the Company has recorded total restructuring and other related charges of approximately $66 million through June 30, 2026, $38 million of which related to non-cash items. We will not record any incremental restructuring charges related to this plan going forward as the plan was completed as of June 30, 2026, which is earlier than originally anticipated. For the three months ended June 30, 2026, Tronox incurred $2 million of charges related to the Fuzhou closure. These charges included $1 million in severance and employee separation benefits charges and $1 million for activities associated with idling of site operations. For the six months ended June 30, 2026, Tronox incurred $7 million in charges related to the Fuzhou closure. These charges included $4 million in severance and employee separation benefits charges and $3 million for activities associated with idling of site operations. Rollforward of restructuring and other charges reserve The following table shows a rollforward of restructuring and other charges reserves resulting 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 unaudited Condensed Consolidated Balance Sheets:
| Balance at January 1, 2026 |  | Changes in Reserves |  | Cash Payments |  | Foreign currency translation and other |  | Balance at June 30, 2026
Botlek closure | $ | 16 |  |  | $ | 8 |  |  | $ | (13) |  |  | $ | — |  |  | $ | 11 |
Fuzhou closure | 12 |  |  | 4 |  |  | (16) |  |  | — |  |  | — |
Total | $ | 28 |  |  | $ | 12 |  |  | $ | (29) |  |  | $ | — |  |  | $ | 11 |
| Balance at January 1, 2025 |  | Changes in Reserves |  | Cash Payments |  | Foreign currency translation and other |  | Balance at June 30, 2025
Botlek closure | $ | — |  |  | $ | 53 |  |  | $ | (27) |  |  | $ | 2 |  |  | $ | 28 |
Total | $ | — |  |  | $ | 53 |  |  | $ | (27) |  |  | $ | 2 |  |  | $ | 28 |
Cash payments associated with the liability at June 30, 2026 for Botlek are expected to occur primarily through the second half of 2026. The Fuzhou restructuring liability has been fully settled as of June 30, 2026 through cash payments of $16 million and $4 million reduction in the liability primarily as a result of transfer of the contract termination obligation in the sale of Fuzhou, discussed below. At June 30, 2026 and December 31, 2025, $7 million and $23 million are recorded within "Accrued liabilities", respectively and $4 million and $5 million are recorded within "Other long-term liabilities", respectively, on the unaudited Condensed Consolidated Balance Sheet. Sale of Fuzhou During three months ended June 30, 2026, the Company received an unsolicited offer from a third-party buyer interested in buying our Fuzhou plant. On June 17, 2026, the transaction was completed which resulted in the transfer of our interests in the plant's assets and associated obligations to the buyer in exchange for a cash consideration of $14 million (net of cash transferred to the buyer). As a result of this transaction, we derecognized a net liability of $6 million, resulting in a gain on disposal of $20 million, which was recorded within "Other income (expense), net" on the unaudited Condensed Consolidated Statements of Operations. The $14 million net proceeds were included in "Proceeds from dispositions and asset sales" in the unaudited Condensed Consolidated Statement of Cash Flows. As a result of this transaction, the Company transferred asset retirement obligations, contract termination obligations and environmental liabilities related to the Fuzhou plant.

X
- References No definition available. + Details
Name: | us-gaap_RestructuringAndRelatedActivitiesAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration

X
- Definition The entire disclosure for restructuring and related activities. Description of restructuring activities such as exit and disposal activities, include facts and circumstances leading to the plan, the expected plan completion date, the major types of costs associated with the plan activities, total expected costs, the accrual balance at the end of the period, and the periods over which the remaining accrual will be settled. + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 420 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482017/420-10-50-1 Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 420 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 2 -Subparagraph (SAB Topic 5.P.4.e) -Publisher FASB -URI https://asc.fasb.org/1943274/2147479823/420-10-S99-2 Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 420 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (b)(2) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482017/420-10-50-1 Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 420 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/420/tableOfContent Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 420 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (e) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482017/420-10-50-1 + Details
Name: | us-gaap_RestructuringAndRelatedActivitiesDisclosureTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration