Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
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- Peter Lynch
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 3)*
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LSB Industries, Inc. (Name of Issuer) |
Common Stock, par value $0.10 per share (Title of Class of Securities) |
502160104 (CUSIP Number) |
Todd L. Boehly 701 Brickell Avenue, Suite 860 Miami, FL, 33131 1-800-224-6469 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
03/26/2026 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
SCHEDULE 13D
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| CUSIP No. | 502160104 |
| 1 |
Name of reporting person
Todd L. Boehly | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
UNITED STATES
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
10,417,768.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
14.5 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
Relating to Items 7, 9 and 11 of this page: Represents 10,374,334 shares of common stock, par value $0.10 per share (the "Common Stock"), of LSB Industries, Inc., a Delaware corporation (the "Issuer"), directly held by TLB-LSB, LLC, of which Todd L. Boehly is the sole member, and 43,434 shares of Common Stock directly held by a limited liability company over which Todd L. Boehly may be deemed to have investment control. Each of Todd L. Boehly and TLB-LSB, LLC disclaims beneficial ownership of the shares described above except to the extent of his or its pecuniary interest therein. Relating to Item 13 of this page: Calculated based on 71,846,842 shares of Common Stock of the Issuer outstanding as of February 20, 2026, as disclosed in the Issuer's Form 10-K filed on February 26, 2026 with the Securities and Exchange Commission (the "SEC").
SCHEDULE 13D
|
| CUSIP No. | 502160104 |
| 1 |
Name of reporting person
TLB-LSB, LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
10,374,334.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
14.4 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person:
Relating to Item 13 of this page: Calculated based on 71,846,842 shares of Common Stock of the Issuer outstanding as of February 20, 2026, as disclosed in the Issuer's Form 10-K filed on February 26, 2026 with the SEC.
SCHEDULE 13D
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| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Common Stock, par value $0.10 per share | |
| (b) | Name of Issuer:
LSB Industries, Inc. | |
| (c) | Address of Issuer's Principal Executive Offices:
3503 NW 63rd Street, Suite 500, Oklahoma City,
OKLAHOMA
, 73116. | |
Item 1 Comment:
Explanatory Note: This statement on Schedule 13D represents Amendment No. 3 to the Schedule 13D (the "Original Schedule 13D") originally filed with the SEC on August 16, 2022 and amended by Amendment No. 1 to the Schedule 13D (the "Amendment No. 1"), filed with the SEC on November 10, 2022, and Amendment No. 2 to the Schedule 13D (the "Amendment No. 1"), filed with the SEC on November 14, 2023. Each of the Original Schedule 13D, Amendment No. 1, Amendment No. 2 and this Amendment No. 3 include a separate definition for the term "Reporting Person" or "Reporting Persons." For the avoidance of doubt, for each of these filings, the specific definition of "Reporting Person" or "Reporting Persons" in each particular filing should be applied to that filing in particular. | ||
| Item 2. | Identity and Background | |
| (a) | This statement is being filed by Todd L. Boehly ("TLB") and TLB-LSB, LLC, a Delaware limited liability company ("TLB-LSB" and, together with TLB, the "Reporting Persons"). The Sole Member of TLB-LSB is TLB. | |
| (b) | The address of the principal business and principal office of the Reporting Persons is 701 Brickell Avenue, Suite 860, Miami, Florida 33131. | |
| (d) | During the last five years, none of the Reporting Persons has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). | |
| (e) | During the last five years, none of the Reporting Persons was a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violations with respect to such laws. | |
| (f) | TLB - United States of America TLB-LSB, LLC - Delaware, United States of America | |
| Item 5. | Interest in Securities of the Issuer | |
| (a) | Based upon the Issuer's Form 10-K filed on February 26, 2026 with the SEC, there were 71,846,842 shares of Common Stock outstanding as of February 20, 2026. TLB-LSB beneficially owns 10,374,334 shares of Common Stock and a limited liability company over which TLB may be deemed to have investment control owns 43,434 shares of Common Stock, which together represents approximately 14.5% of the outstanding Common Stock. | |
| (b) | The information contained in Item 5(a) is hereby incorporated by reference. | |
| (c) | Effective March 26, 2026, TLB-LSB sold 4,889,159 shares of Common Stock at a price of $14.85 per share of Common Stock, resulting in a total of 10,374,334 shares of Common Stock being held by TLB-LSB and 43,434 shares of Common Stock being held by a limited liability company over which TLB may be deemed to have investment control. | |
| Item 7. | Material to be Filed as Exhibits. | |
Exhibit 99.1 Agreement regarding joint filing of Schedule 13D | ||
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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