amrize-20260414
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): April 14, 2026
Amrize Ltd
(Exact name of registrant as specified in its charter)
Switzerland | 1-42542 | 98-1807904 | ||||||||||||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
Grafenauweg 8,
Zug 6300
(Address of principal executive offices, including Zip Code)
+41 41 562 3490
(Registrant’s telephone number, including area code)
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:
| 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:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
| Ordinary Shares, par value $0.01 per share | AMRZ | 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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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 8.01. Other Events.
The board of directors of Amrize Ltd (“Amrize” or the “Company”) included in the Company’s proxy statement for the 2026 Annual General Meeting to be held on April 21, 2026 (the “2026 AGM”) a proposal to pay a special one-time dividend in the form of a special distribution out of the legal reserves from capital contributions in the amount of USD $0.44 per outstanding ordinary share.
If the proposal to pay the special distribution is approved by the Company's shareholders at the 2026 AGM, the last trading day with entitlement to receive the distribution will be April 23, 2026. The shares will be traded ex-dividend on or around April 24, 2026. The record date for shareholders on the New York Stock Exchange will be April 24, 2026, and for shareholders on the SIX Swiss Exchange, the record date will be April 27, 2026. The distribution is expected to occur on May 4, 2026.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |||||||
| 104 | Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document. | |||||||
SIGNATURE
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.
AMRIZE LTD | |||||||||||
/s/ Denise Singleton | |||||||||||
Date: April 14, 2026 | Name: | Denise Singleton | |||||||||
Title: | Chief Legal Officer and Corporate Secretary | ||||||||||