Business Context and Reporting Period
This Form 6-K filing by Ternium S.A. serves as a supplement to the Shareholders Meeting Brochure and Proxy Statement dated March 20, 2026. The document addresses the Annual General Meeting of Shareholders scheduled for May 12, 2026. The primary focus is the Board of Directors' resolution adopted on April 15, 2026, regarding the allocation of results for the fiscal year ended December 31, 2025.
Key Financial Metrics
- Net Profit (2025): USD 722 million.
- Proposed Annual Dividend: USD 0.22 per share (USD 2.20 per ADS), totaling USD 432 million (net of Treasury Shares).
- Interim Dividend (Paid Nov 2025): USD 0.09 per share (USD 0.90 per ADS), totaling USD 177 million, paid from the share premium account.
- Dividend Balance (To be paid May 2026): USD 0.13 per share (USD 1.30 per ADS), totaling USD 255 million, to be paid from the 2025 profit.
- Legal Reserve Status: The reserve equals 10% of subscribed capital; no further mandatory allocation is required.
Material Changes Versus Prior Period
The filing details a material reduction in the proposed annual dividend compared to the initial proposal in the March 2026 Shareholders Meeting Brochure. The Board revised the annual dividend proposal from USD 0.27 per share (USD 2.70 per ADS) down to USD 0.22 per share (USD 2.20 per ADS). This adjustment reduces the total aggregate dividend payout by USD 50 million relative to the initial guidance.
Guidance, Outlook, and Management Commentary
The Board of Directors has authorized the payment of the revised dividend balance on May 15, 2026. Management confirmed that the Company's distributable amounts, derived from net profits and other reserves, exceed the proposed Annual Dividend. The remaining profit for the 2025 financial year, after the dividend allocation, will be transferred to the retained earnings account. No specific forward-looking guidance for 2026 revenue or earnings was provided in this specific supplement.
Investor Verification Checklist
- Verify the final dividend payout of USD 0.22 per share (USD 2.20 per ADS) against the initial proposal of USD 0.27 per share.
- Confirm the payment date of May 15, 2026, for the dividend balance of USD 0.13 per share.
- Review the source of funds: USD 177 million from the share premium account (interim) and USD 255 million from 2025 net profit (balance).
- Check if existing voting instructions need to be updated, as the filing states prior instructions remain valid unless revoked.