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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM SD

SPECIALIZED DISCLOSURE REPORT


MINERALS TECHNOLOGIES INC.
(Exact name of registrant as specified in its charter)

Delaware
   
    1-11430
   
25-1190717
(State or other jurisdiction
of incorporation)
  
(Commission File
Number)
  
(IRS Employer
 Identification No.)

  622 Third Avenue, New York, NY
                
10017-6707
(Address of principal executive offices)
  
(Zip Code)

  Timothy J. Jordan                                                                                   (212) 878-1800
(Name and telephone number, including area code, of the person to contact in connection with this report)


Check the appropriate box to indicate the rule pursuant to which this form is being filed:
 
       Rule 13p-1 under the Securities Exchange Act (17 CFR 240.13p-1) for the reporting period from January 1 to December 31, ________.
 
  ✔  Rule 13q-1 under the Securities Exchange Act (17 CFR 240.13q-1) for the fiscal year ended December 31, 2023.
 

Section 2 – Resource Extraction Issuer Disclosure
Item 2.01 Resource Extraction Issuer Disclosure and Report

Disclosure of Payments by Resource Extraction Issuers

(a)  Minerals Technologies Inc. (“MTI” or the “Company”) is a leading, technology-driven specialty minerals company that develops, produces, and markets a broad range of mineral and mineral-based products, related systems and services.  The Company serves globally a wide range of consumer and industrial markets, including household and personal care, paper and packaging, food and pharmaceutical, automotive, construction, steel and foundry, environmental, and infrastructure.

The Company has two reportable segments: Consumer & Specialties and Engineered Solutions.

–
The Consumer & Specialties segment serves consumer end markets directly and provides mineral-based solutions and technologies that are essential to our customers’ products. The two product lines in this segment are Household & Personal Care - our mineral-to-shelf product line that serves pet care, personal and household care, fluid purification and other consumer oriented markets, and Specialty Additives, delivering specialty mineral additives to a variety of consumer and industrial end markets including paper, packaging, construction, automotive, and food and pharmaceuticals.

–
The Engineered Solutions segment combines all engineered systems, mineral blends, and technologies that are designed to aid in customer processes and projects. The two product lines in this segment are High-Temperature Technologies – combining all of our mineral-based blends, technologies, and systems serving the foundry, steel, glass, aluminum and other high-temperature processing industries, and Environmental & Infrastructure, which includes environmental and remediation solutions such as geosynthetic clay lining systems, water remediation technologies as well as drilling, commercial building and infrastructure-related products.

This Form SD is filed by the Company pursuant to Rule 13q-1 under the Securities Exchange Act of 1934, as amended, for the period from January 1, 2023 to December 31, 2023 (the “Reporting Period”). The payment disclosure required by this Item 2.01 is included as Exhibit 2.01 to this Form SD.

All payments are reported in U.S. dollars. Payments that were made in currencies other than in U.S. dollars have been converted to U.S. dollars using the exchange rates as of December 31, 2023.

Section 3 – Exhibits

Item 3.01 Exhibits

The following exhibits are included as part of this report:
 
Resource Extraction Payment Report for the fiscal year ended December 31, 2023 as required by Item 2.01 of this Form.

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.


                                          
MINERALS TECHNOLOGIES INC.
 
(Registrant)
 
 
 
 
 
 
 
By:
/s/ Timothy J. Jordan
 
Name:
Timothy J. Jordan
 
Title:
Vice President, General Counsel,
   
Secretary and Chief Compliance Officer
     
     
  Date:  September 26, 2024
 
 


EXHIBIT 2.01
Resource Extraction Payment Report for Minerals Technologies Inc.
For the fiscal year ended December 31, 2023

Project-level disclosure
The table below sets forth our payments made to governments, by project and type of payment.
   
For the year ended December 31, 2023
   
(Thousands of US$)(1)
Project
  
Taxes
 
Royalties
Fees
Production entitlements
Bonuses
Dividends
Payments for infrastructure improvements
Community and social responsibility payments
 
TOTAL
United States
                        
U.S. Federal Government
  
17,598
 (2)
–
–
–
–
–
–
–
  
17,598
Adams
  
–
  
–
–
–
–
–
–
–
  
–
Canaan
  
–
  
–
–
–
–
–
–
–
  
–
Lucerne Valley
  
–
  
–
65
–
–
–
–
–
  
65
Pima County
  
–
  
–
8
–
–
–
–
–
  
8
Barretts
  
–
  
–
21
–
–
–
–
–
  
21
Colony - Montana
  
–
  
–
110
–
–
–
–
–
  
110
Colony - South Dakota
  
–
  
–
54
–
–
–
–
–
  
54
Colony - Wyoming
  
–
  
–
138
–
–
–
–
–
  
138
Lovell - Montana
  
–
  
–
81
–
–
–
–
–
  
81
Lovell - Wyoming
  
–
  
–
295
–
–
–
–
–
  
295
Nevada
  
–
  
–
34
–
–
–
–
–
  
34
Sandy Ridge
  
–
  
–
–
–
–
–
–
–
  
–
Gascoyne
  
–
  
–
–
–
–
–
–
–
  
–
China
                        
Government of China
  
5,936
 (3)
–
–
–
–
–
–
–
  
5,936
Chao Yang
  
1,221
 (4)
1
152
–
–
–
–
1
  
1,375
Slovakia
                        
Lutila
  
50
 (5)
55
24
–
–
–
–
–
  
129
Turkey
                        
Government of Turkey
  
2,558
 (6)
–
–
–
–
–
–
–
  
2,558
Unye
  
–
  
42
152
–
–
–
–
–
  
194
Enez
  
–
  
–
187
–
–
–
–
–
  
187
Usak
  
–
  
–
40
–
–
–
–
–
  
40
Australia
                        
Gurulmundi
  
150
 (7)
46
9
–
–
–
–
–
  
205

(1)
All payments are reported in U.S. dollars. Payments relating to the project in China were made in renminbi, payments relating to the project in Slovakia were made in euros, payments relating to the projects in Turkey were made in Turkish lira, and payments relating to the project in Australia were made in Australian dollars. Such payments made in currencies other than in U.S. dollars have been converted to U.S. dollars using the exchange rates as of December 31, 2023.
(2)
The Company files a consolidated U.S. federal corporate income tax return at the parent entity level for itself and its U.S. subsidiaries, which includes all of its U.S. entities including those holding the U.S. projects listed. The tax payments reported are the payments made by the Company to the U.S. federal government during the fiscal year ended December 31, 2023 at the consolidated group level. The tax payments relate to the consolidated U.S. income of the Company, not to particular projects.
(3)
Represents income and withholding taxes paid during the fiscal year ended December 31, 2023 at the entity level to the Government of China relating to the entity holding the Chao Yang project.  The payments relate to the income of such entity, not to the particular project.
(4)
Represents resource taxes paid to the Jianping tax authority relating to the Chao Yang project.
(5)
Represents income taxes paid during the fiscal year ended December 31, 2023 at the entity level to the Government of the Slovak Republic relating to the entities holding the Lutila project.  The payments relate to the income of such entities, not to the particular project.
(6)
Represents income taxes paid during the fiscal year ended December 31, 2023 at the entity level to the Government of Turkey relating to the entities holding the Unye, Enez, and Usak projects.  The payments relate to the income of such entities, not to the particular projects.
(7)
Represents income and withholding taxes paid during the fiscal year ended December 31, 2023 at the entity level to the Government of Australia relating to the entity holding the Gurulmundi project.  The payments relate to the income of such entity, not to the particular project.
 
Project Detail
The table below sets forth details of payments made to governments.
Project
  
Major Subnational Political Jurisdiction
  
Segment
  
Resource
  
Extraction Method
Government
Amount
(Thousands of US$)(1)
United States
                    
U.S. Federal Government(2)
                
U.S. Federal Government
17,598
Adams
  
Massachusetts
  
Consumer & Specialties
  
Limestone
  
Open Pit
–
–
Canaan
  
Connecticut
  
Consumer & Specialties
  
Limestone
  
Open Pit
–
–
Lucerne Valley
  
California
  
Consumer & Specialties
  
Limestone
  
Open Pit
U.S. Federal Government
65
Pima County
  
Arizona
  
Consumer & Specialties
  
Limestone
  
Open Pit
U.S. Federal Government
8
Barretts
  
Montana
  
Consumer & Specialties
  
Talc
  
Open Pit
U.S. Federal Government
21
Colony – Montana(3)
  
Montana
  
Both
  
Bentonite
  
Open Pit
U.S. Federal Government
110
Colony – South Dakota(3)
  
South Dakota
  
Both
  
Bentonite
  
Open Pit
U.S. Federal Government
54
Colony – Wyoming(3)
  
Wyoming
  
Both
  
Bentonite
  
Open Pit
U.S. Federal Government
138
Lovell – Montana(4)
  
Montana
  
Both
  
Bentonite
  
Open Pit
U.S. Federal Government
81
Lovell – Wyoming(4)
  
Wyoming
  
Both
  
Bentonite
  
Open Pit
U.S. Federal Government
295
Nevada
  
Nevada
  
Both
  
Bentonite
  
Open Pit
U.S. Federal Government
34
Sandy Ridge
  
Alabama
  
Both
  
Bentonite
  
Open Pit
–
–
Gascoyne
  
North Dakota
  
Both
  
Leonardite
  
Open Pit
–
–
China
                    
Government of China(5)
                
Government of China
 5,936
Chao Yang
  
Liaoning
  
Both
  
Bentonite
  
Open Pit
Jianping Tax Authority
 1,375
Slovakia
                    
Lutila(6)
  
Banska Bystrica
  
Consumer & Specialties
  
Bentonite
  
Open Pit
Government of the Slovak Republic
129
Turkey
                    
Government of Turkey(7)
                
Government of Turkey
2,558
Unye
  
Ordu
  
Consumer & Specialties
  
Bentonite
  
Open Pit
Government of Turkey
194
Enez
  
Edirne
  
Both
  
Bentonite
  
Open Pit
Government of Turkey
187
Usak
  
Usak
  
Consumer & Specialties
  
Bentonite
  
Open Pit
Government of Turkey
40
Australia
                    
Gurulmundi(8)
  
Queensland
  
Both
  
Bentonite
  
Open Pit
Australia Federal Government
150
Gurulmundi
  
Queensland
  
Both
  
Bentonite
  
Open Pit
Queensland State Government
55

(1)
All payments are reported in U.S. dollars. Payments relating to the project in China were made in renminbi, payments relating to the project in Slovakia were made in euros, payments relating to the projects in Turkey were made in Turkish lira, and payments relating to the project in Australia were made in Australian dollars. Such payments made in currencies other than in U.S. dollars have been converted to U.S. dollars using the exchange rates as of December 31, 2023.
(2)
The Company files a consolidated U.S. federal corporate income tax return at the parent entity level for itself and its U.S. subsidiaries, which includes all of its U.S. entities including those holding the U.S. projects listed. The tax payments reported are the payments made by the Company to the U.S. federal government during the fiscal year ended December 31, 2023 at the consolidated group level. The tax payments relate to the consolidated U.S. income of the Company, not to particular projects.
(3)
Mining relating to our Colony, Wyoming facility is conducted in Montana, South Dakota, and Wyoming.  For purposes of this Report, each of such mining areas is disclosed as a separate project.
(4)
Mining relating to our Lovell, Wyoming facility is conducted in Montana and Wyoming.  For purposes of this Report, each of such mining areas is disclosed as a separate project.
(5)
Represents income and withholding taxes paid during the fiscal year ended December 31, 2023 at the entity level to the Government of China relating to the entity holding the Chao Yang project.  The payments relate to the income of such entity, not to the particular project.
(6)
Includes income taxes paid during the fiscal year ended December 31, 2023 at the entity level to the Government of the Slovak Republic relating to the entities holding the Lutila project.  The payments relate to the income of such entities, not to the particular project.
(7)
Represents income taxes paid during the fiscal year ended December 31, 2023 at the entity level to the Government of Turkey relating to the entities holding the Unye, Enez, and Usak projects.  The payments relate to the income of such entities, not to the particular projects.
(8)
Represents income and withholding taxes paid during the fiscal year ended December 31, 2023 at the entity level to the Government of Australia relating to the entity holding the Gurulmundi project.  The payments relate to the income of such entity, not to the particular project.


Government-level disclosure
The table below sets forth our payments made to governments, by government and type of payment.
   
For the year ended December 31, 2023
   
(Thousands of US$)(1)
Project
  
Taxes
Royalties
Fees
Production entitlements
Bonuses
Dividends
Payments for infrastructure improvements
Community and social responsibility payments
 
TOTAL
  
United States
                        
U.S. Federal Government(2)
  
17,598
–
806
–
–
–
–
–
  
18,404
  
China
                        
Government of China(3)
  
5,936
–
–
–
–
–
–
–
  
5,936
  
Jianping Tax Authority
  
1,221
1
152
–
–
–
–
1
  
1,375
  
Slovakia
                        
Government of the Slovak Republic(4)
  
50
55
24
–
–
–
–
–
  
129
  
Turkey
                        
Government of Turkey(5)
  
2,558
42
379
–
–
–
–
–
  
2,979
  
Australia
                        
Australia Federal Government(6)
  
150
–
–
–
–
–
–
–
  
150
  
Queensland State Government
  
–
46
9
–
–
–
–
–
  
55
  
TOTAL
  
27,513
144
1,370
–
–
–
–
1
  
29,028
  

(1)
All payments are reported in U.S. dollars. Payments relating to the project in China were made in renminbi, payments relating to the project in Slovakia were made in euros, payments relating to the projects in Turkey were made in Turkish lira, and payments relating to the project in Australia were made in Australian dollars. Such payments made in currencies other than in U.S. dollars have been converted to U.S. dollars using the exchange rates as of December 31, 2023.
(2)
The Company files a consolidated U.S. federal corporate income tax return at the parent entity level for itself and its U.S. subsidiaries, which includes all of its U.S. entities including those holding the U.S. projects listed. The tax payments reported are the payments made by the Company to the U.S. federal government during the fiscal year ended December 31, 2023 at the consolidated group level. The tax payments relate to the consolidated U.S. income of the Company, not to particular projects.
(3)
Represents income and withholding taxes paid during the fiscal year ended December 31, 2023 at the entity level to the Government of China relating to the entity holding the Chao Yang project.  The payments relate to the income of such entity, not to the particular project.
(4)
Includes income taxes paid during the fiscal year ended December 31, 2023 at the entity level to the Government of the Slovak Republic relating to the entities holding the Lutila project.  The payments relate to the income of such entities, not to the particular project.
(5)
Includes income taxes paid during the fiscal year ended December 31, 2023 at the entity level to the Government of Turkey relating to the entities holding the Unye, Enez, and Usak projects.  The payments relate to the income of such entities, not to the particular projects.
(6)
Represents income and withholding taxes paid during the fiscal year ended December 31, 2023 at the entity level to the Government of Australia relating to the entity holding the Gurulmundi project.  The payments relate to the income of such entity, not to the particular project.