0001104659-24-008863 8-K 15 20240125 5.02 20240131 20240131 Celanese Corp 0001306830 2820 08 Industrial Applications and Services 980420726 DE 1231 8-K 34 001-32410 24583725 222 W. LAS COLINAS BLVD., SUITE 900N IRVING TX 75039-5421 972-443-4000 222 W. LAS COLINAS BLVD., SUITE 900N IRVING TX 75039-5421 Celanese CORP 20041102 Blackstone Crystal Holdings Capital Partners (Cayman) IV Ltd. 20041022 8-K 1 tm244584d1_8k.htm FORM 8-K false 0001306830 0001306830 2024-01-25 2024-01-25 0001306830 us-gaap:CommonStockMember 2024-01-25 2024-01-25 0001306830 CE:SeniorUnsecuredNotesDue2025Member 2024-01-25 2024-01-25 0001306830 CE:SeniorUnsecuredNotesDue2026Member 2024-01-25 2024-01-25 0001306830 CE:SeniorUnsecuredNotesDue2027Member 2024-01-25 2024-01-25 0001306830 CE:SeniorUnsecuredNotesDue2028Member 2024-01-25 2024-01-25 0001306830 CE:SeniorUnsecuredNotesDue2029Member 2024-01-25 2024-01-25 iso4217:USD xbrli:shares iso4217:USD xbrli:shares UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 31, 2024 (January 25, 2024) CELANESE CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-32410 98-0420726 (State or other jurisdiction (Commission File (IRS Employer of incorporation) Number) Identification No.) 222 West Las Colinas Blvd. Suite 900N, Irving, TX 75039 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (972) 443-4000 N/A (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Name of Each Exchange on Which Title of Each Class Trading Symbol(s) Registered Common Stock, par value $0.0001 The New York Stock Exchange per share CE 1.250% Senior Notes due 2025 CE /25 The New York Stock Exchange 4.777% Senior Notes due 2026 CE /26A The New York Stock Exchange 2.125% Senior Notes due 2027 CE /27 The New York Stock Exchange 0.625% Senior Notes due 2028 CE /28 The New York Stock Exchange 5.337% Senior Notes due 2029 CE /29A The New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934. Emerging growth company ¨ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨ Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On January 25, 2024, Jean S. Blackwell notified the Board of Directors (the “Board”) of Celanese Corporation (the “Company”) that she has decided not to stand for re-election at the Company’s 2024 Annual Meeting of Shareholders and to retire from the Board. Accordingly, her Board service will end immediately prior to the date of the Company’s 2024 Annual Meeting of Shareholders. Ms. Blackwell’s decision to pursue retirement follows over 10 years of service on the Board and various Board committees, and is not the result of any disagreement with the Company on any matter related to the Company’s operations, policies, or practices. The Board and the Company are grateful for Ms. Blackwell's service as a director and wish her well following her retirement from the Board. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. CELANESE CORPORATION By: /s/ Michael R. Sullivan Name: Michael R. Sullivan Title: Vice President, Deputy General Counsel and Corporate Secretary Date: January 31, 2024