SCHEDULE: NewMarket Corp. Insider Gottwald Updates 10.1% Stake

Bruce C. Gottwald, a retired director, filed an amended Schedule 13D for NewMarket Corporation, reaffirming his 10.1% beneficial ownership and investment intent.

Summary

• Bruce C. Gottwald, a retired director of NewMarket Corporation, filed Amendment No. 9 to his Schedule 13D.
• As of December 9, 2025, Mr. Gottwald beneficially owns 948,729 shares of Common Stock, representing approximately 10.1% of the outstanding shares.
• The percentage is based on 9,397,122 outstanding shares of Common Stock as of November 30, 2025.
• Mr. Gottwald has sole voting and dispositive power over 910,741 shares.
• He has shared voting and dispositive power over 37,988 shares, which include 18,731 shares held by his wife and 19,257 shares held by a charitable foundation where he serves as a director.
• Mr. Gottwald disclaims beneficial ownership of shares held by his wife and the charitable foundation.
• He intends to hold his shares for investment, with no present plans to acquire or dispose of shares, aside from routine estate planning and family gift transactions.
• Mr. Gottwald reserves the right to buy or sell shares from time to time.
• He has not engaged in any transactions in the Common Stock in the past 60 days.
• The filing also notes that Mr. Gottwald's adult sons beneficially own an aggregate of 944,454 (10.1%) shares, and three separate trusts beneficially own 272,835 (2.9%) shares, with no agreement between Mr. Gottwald and his sons regarding these shares.

Sentiment

Score: 6

Explanation: The sentiment is moderately positive due to the reaffirmation of a significant insider's long-term investment intent, indicating stability and confidence, despite no new acquisition plans.

Positives

• A significant insider, Bruce C. Gottwald, maintains a substantial 10.1% beneficial ownership stake in NewMarket Corporation, signaling continued confidence.
• Mr. Gottwald explicitly states his intent to hold the shares for investment, indicating a long-term perspective.
• The absence of transactions in the past 60 days suggests stability in his current holding.

Negatives

• No new acquisitions are planned by the reporting person, which might disappoint investors looking for increased insider buying.

Risks

• The reporting person reserves the right to buy or sell shares of Common Stock from time to time, which could lead to future market activity impacting the stock price.

Future Outlook

Bruce C. Gottwald intends to hold his beneficially owned shares of Common Stock for investment purposes. He has no present plans to acquire or dispose of shares, apart from routine estate planning and family gift transactions, but reserves the right to buy or sell shares in the future.

Management Comments

• "The Reporting Person intends to hold for investment the shares of Common Stock that he beneficially owns."
• "Aside from routine estate planning and family gift transactions, [he] has no present plans to acquire or dispose of, or to cause any other person to acquire or dispose of, shares of Common Stock."
• "The Reporting Person does, however, reserve the right to buy or sell shares of Common Stock from time to time."

Industry Context

This Schedule 13D amendment provides an update on a significant insider's ownership stake in NewMarket Corporation. Such filings are crucial for investors to monitor the holdings and intentions of large shareholders, as substantial insider stakes can signal confidence in the company's long-term prospects or potential future strategic shifts, even if none are currently planned.

Comparison to Industry Standards

• A 10.1% beneficial ownership stake by a retired director is a substantial holding, often viewed positively as it aligns insider interests with those of public shareholders.
• The stated intent to hold for investment is a common stance for long-term, foundational shareholders, contrasting with activist investors who might signal intentions for corporate changes or divestitures.
• The disclosure of family and trust holdings, while disclaiming beneficial ownership, provides transparency consistent with best practices for significant insider reporting, allowing a fuller picture of related party influence.

Management Changes

Related Party Transactions

• Routine estate planning and family gift transactions are anticipated.
• Shares are held by the reporting person's wife (18,731 shares) and a charitable foundation (19,257 shares) for which the reporting person serves as a director, with shared voting and dispositive power.

Stakeholder Impact

• Shareholders: The reaffirmation of a significant insider's long-term investment intent may provide a sense of stability and confidence in the company's future.
• Management: The continued substantial ownership by a former director suggests alignment with the company's strategic direction.

Next Steps

• Bruce C. Gottwald will continue routine estate planning and family gift transactions involving shares of Common Stock.
• He reserves the right to buy or sell shares of Common Stock from time to time in the future.

Key Dates

Recommendation

The filing primarily updates beneficial ownership information and reaffirms a long-standing insider's intent to hold shares for investment. It does not present new financial performance data or strategic shifts that would warrant a change in investment thesis. The stability of a significant insider stake is generally a positive signal for long-term investors, supporting a 'hold' recommendation for existing shareholders.

Keywords

NewMarket Corporation, Bruce C. Gottwald, Schedule 13D, Beneficial Ownership, Insider Ownership, Common Stock, Investment Intent, Shareholder Stake