UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
ANNUAL REPORT
PURSUANT TO SECTION 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2025
Commission file no. 1-11430
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A.
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Full title of the plan and the address of the plan, if different from that of the issuer named below:
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MINERALS TECHNOLOGIES INC.
SAVINGS AND INVESTMENT PLAN
SAVINGS AND INVESTMENT PLAN
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B.
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Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:
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622 Third Avenue
New York, New York, 10017-6707
Report of Independent Registered Public Accounting Firm
To the Audit Committee, Plan Participants and Plan Administrator of
Minerals Technologies Inc. Savings and Investment Plan:
Minerals Technologies Inc. Savings and Investment Plan:
Opinion on the Financial Statements
We have audited the accompanying statements of net assets available for
benefits of Minerals Technologies Inc. Savings and Investment Plan (the “Plan”)
as of December 31, 2025 and 2024, and the related statements of changes in net
assets available for benefits for the years then ended, and the related notes
and schedules (collectively referred to as the “financial statements”). In our
opinion, the financial statements present fairly, in all material respects, the
net assets available for benefits of Minerals Technologies Inc. Savings and
Investment Plan as of December 31, 2025 and 2024, and the changes in net assets
available for benefits for the years then ended, in conformity with accounting
principles generally accepted in the United States of America.
Basis for Opinion
These financial statements are the responsibility of the Minerals
Technologies Inc. Savings and Investment Plan’s management. Our responsibility
is to express an opinion on these financial statements based on our audits. We
are a public accounting firm registered with the Public Company Accounting
Oversight Board (United States) ("PCAOB") and are required to be
independent with respect to the Plan in accordance with the U.S. federal
securities laws and the applicable rules and regulations of the Securities and
Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB.
Those standards require that we plan and perform the audits to obtain
reasonable assurance about whether the financial statements are free of
material misstatement, whether due to error or fraud. The Plan is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain
an understanding of internal control over financial reporting, but not for the
purposes of expressing an opinion on the effectiveness of the Plan’s internal
control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of
material misstatement of the financial statements, whether due to error or
fraud, and performing procedures that respond to those risks. Such procedures
included examining, on a test basis, evidence regarding the amounts and
disclosures in the financial statements. Our audits also included evaluating
the accounting principles used and significant estimates made by management, as
well as evaluating the overall presentation of the financial statements. We
believe that our audits provide a reasonable basis for our opinion.
Supplemental Information
The supplemental information in the accompanying Schedule H, Line 4i - Schedule
of Assets (Held at End of Year) as of December 31, 2025 has been subjected to
audit procedures performed in conjunction with the audits of Minerals
Technologies Inc. Savings and Investment Plan’s financial statements. The
supplemental information is the responsibility of the Minerals Technologies
Inc. Savings and Investment Plan’s management. Our audit procedures included
determining whether the supplemental information reconciles to the financial
statements or the underlying accounting and other records, as applicable, and
performing procedures to test the completeness and accuracy of the information
presented in the supplemental information. In forming our opinion on the
supplemental information in the accompanying schedule, we evaluated whether the
supplemental information, including its form and content, is presented in
conformity with the Department of Labor’s Rules and Regulations for Reporting
and Disclosure under the Employee Retirement Income Security Act of 1974. In
our opinion, the supplemental information in the accompanying schedule is
fairly stated, in all material respects, in relation to the financial
statements as a whole.
/s/ Withum Smith+Brown, PC
We have served as the Plan’s auditor since 2022.
New York, New York
June 17, 2026
June 17, 2026
PCAOB ID Number 100
2
MINERALS TECHNOLOGIES INC.
SAVINGS AND INVESTMENT PLAN
Statements of Net Assets Available for Benefits
(in thousands)
SAVINGS AND INVESTMENT PLAN
Statements of Net Assets Available for Benefits
(in thousands)
| December 31, | ||||||||
| Assets: | 2025 | 2024 | ||||||
| Investments, at fair value (Note 3): | ||||||||
| Cash equivalents | $ | $ | ||||||
| In securities of participating employer | ||||||||
| In securities of unaffiliated issuers: | ||||||||
| Common stock | ||||||||
| Common collective funds | ||||||||
| Mutual funds | ||||||||
| Total investments, at fair value | ||||||||
| Fully benefit-responsive investment contracts, at contract value | ||||||||
| Notes receivable from participants | ||||||||
| Net assets available for benefits | $ | $ | ||||||
See accompanying notes to the financial statements.
3
MINERALS TECHNOLOGIES INC.
SAVINGS AND INVESTMENT PLAN
Statements of Changes in Net Assets Available for Benefits
(in thousands)
SAVINGS AND INVESTMENT PLAN
Statements of Changes in Net Assets Available for Benefits
(in thousands)
| Year Ended December 31, | ||||||||
| 2025 | 2024 | |||||||
| Additions to net assets attributed to: | ||||||||
| Investment income: | ||||||||
| Net appreciation in fair value of investments | $ | $ | ||||||
| Dividends | ||||||||
| Interest | ||||||||
| Investment income | ||||||||
| Interest from notes receivable from participants | ||||||||
| Contributions: | ||||||||
| Participants | ||||||||
| Employer | ||||||||
| Total contributions | ||||||||
| Total additions | ||||||||
| Reductions from net assets attributed to: | ||||||||
| Benefits paid to participants | ||||||||
| Administrative expenses | ||||||||
| Total reductions | ||||||||
| Net increase | ||||||||
| Net assets available for benefits: | ||||||||
| Beginning of year | ||||||||
| End of year | $ | $ | ||||||
See accompanying notes to the financial statements.
4
MINERALS TECHNOLOGIES INC.
SAVINGS AND INVESTMENT PLAN
SAVINGS AND INVESTMENT PLAN
Notes to Financial Statements
December 31, 2025 and 2024
December 31, 2025 and 2024
(1)
Description of Plan
The
following description of the Minerals Technologies Inc. Savings and Investment
Plan (the “Plan”) provides only general information. Participants should refer to the Plan
agreement for a more complete description of the Plan's provisions.
General
The
Plan is a defined contribution plan sponsored by Minerals Technologies Inc.
(the “Company”). Employees
who generally work more than 20 hours per week become eligible to participate
in the Plan on the date of their employment.
The
Plan is subject to the provisions of the Employee Retirement Income Security
Act of 1974, as amended (“ERISA”).
The SECURE 2.0 Act of 2022 was signed into law on December 29, 2022.
This legislation includes a vast array of provisional changes to retirement
plans. Plan management is adopting any mandatory provisions as they become
applicable and evaluating those provisions deemed discretionary. During
2025, the Plan was amended in accordance with the SECURE 2.0 Act of 2022. The
age at which participants are required to begin receiving minimum distributions
was increased from age 72 to age 73 for participants who attain age 72 after
December 31, 2022. During 2025, the automatic cash out limit was increased to
$7,000 in accordance with SECURE 2.0.
Contributions
Participants
may elect to contribute between 2 % and 20 % of eligible earnings (as defined).
Contributions may be made on a pre-tax basis, on an after-tax basis, or on a
combined basis. Employee contributions
of the first 3 % of the participants’ eligible contributions will be matched
100 % by the Company and the next 2 % will be matched 50 % by the Company to a
maximum compensation limit of $350,000 . Employee
contributions in excess of 5 % will not be matched. While it is the Company’s
intention to make matching contributions for each payroll period, the Company’s
Board of Directors reserves the right to increase, reduce or eliminate matching
contributions for any Plan year, or for any payroll period. The Company's
matching contributions are invested solely in the Company's common stock.
Participants can, at any time, transfer or reallocate amounts held in the MTI
Common Stock Fund to another fund under the Plan. Certain employees of AMCOL
International, hired after December 31, 2003, through the merger date receive a
special retirement contribution of 3 % of compensation. Employees initially
eligible to participate in the Plan on or after January 1, 2023 will be
automatically enrolled at a 5 % contribution rate. In addition, the automatic
contribution rate will automatically increase on a pre-tax basis each year by
1 % until a combined pre-tax and Roth contribution rate of 10 % is reached. Newly
eligible participants have approximately 45 days from their initial eligibility
date to choose a different pre-tax percentage, contribute on an after-tax basis
or to opt not to participate in the Plan.
Participants
may also contribute amounts representing distributions from other qualified
defined benefit or defined contribution plans.
Participants direct the investment of their contributions into various
investment options offered by the Plan. The
maximum before-tax contribution limit for participants under age 50 was $23,500 and $23,000 for 2025 and 2024, respectively. However,
a participant's contributions may be further increased or reduced based on the
rules and regulations of the Internal Revenue Code (“IRC”). All eligible
employees who are projected to attain age 50 before the end of the year will be
eligible to make pre-tax catch-up contributions in accordance with certain
regulations.
Participant Accounts
Each
participant's account is credited with the participant's contributions and
allocations of (a) the Company's contributions and (b) Plan earnings or loss
and charged with an allocation of administrative expenses. Allocations are based on participant earnings
or account balances, as defined. The
benefit to which a participant is entitled is the benefit that can be provided
from the participant's account.
Vesting
Participants
are fully vested in the entire value of their accounts at the time of
contribution.
5
MINERALS TECHNOLOGIES INC.
SAVINGS AND INVESTMENT PLAN
SAVINGS AND INVESTMENT PLAN
Notes to Financial Statements
December 31, 2025 and 2024
December 31, 2025 and 2024
Investment Options
Each
participant in the Plan elects to have contributions invested in anyone or a
combination of the following separate investment options as of December 31,
2025:
New
York Life Insurance Anchor Account IV: This
fund is a New York Life Insurance Company pooled separate account which invests
in fixed income securities.
Prudential
Total Return Bond Fund: This fund invests primarily in bonds.
State
Street Target Retirement Non-Lending Series Funds (the "Strategy Funds"): These funds are designed to incorporate a broad
range of asset classes to provide diversification of returns and risks
consistent with a stated time horizon. The Strategy Funds asset mix becomes
progressively more conservative over time as the strategy target date grows
nearer. The strategy target dates range from 2025 to 2065. There is also an
age-based lifetime strategy fund. The investments are in a combination of U.S.
stocks, international stocks, bonds and cash.
Alliance
Bernstein Discovery Value Fund: This fund invests primarily in small and mid-capitalization
stocks.
Eaton
Vance AtlCapSMID-Cap: This fund
invests primarily in small and mid-capitalization stocks.
American
Funds - Fundamental Investors Fund:
This fund invests primarily in common stocks and may invest significantly in
securities of issuers domiciled outside the U.S. and Canada and not included in
the S&P 500 Index.
American
Funds Mortgage R6: This fund invests
primarily in well-established, dividend paying companies with strong balance
sheets to help provide current income, growth of capital, and conservation of
principal.
ClearBridge
Large Cap Growth Fund (IS): This fund seeks long-term capital growth. This fund invests at least 80 % of its net
assets in equity securities or other instruments with similar economic
characteristics of U.S. companies with large market capitalizations.
Wilmington
Large Cap Value Fund: This fund invests in a diversified portfolio
of U.S. equity (or equity-related) securities of large-cap companies (primarily
common stock).
Fidelity
500 Index Fund: This fund normally
invests at least 80 % of assets in common stocks included in the S&P 500
Index, which broadly represents the performance of common stocks publicly
traded in the U.S.
Janus
Henderson Balanced Fund (N): This fund is invested in stocks and bonds.
Janus
Triton Fund (I): This fund invests in equity securities of small and
medium-sized companies.
MFS
International Value R4 Fund: This fund primarily invests its assets in foreign equity
securities, including emerging market equity securities.
MFS
International Value R6 Fund: This fund primarily invests its assets in foreign equity
securities, including emerging market equity securities.
Vanguard
Life Strategy Conservative Growth Fund:
This fund is invested in stocks, bonds and cash
equivalents. Approximately 60 % of the
fund’s assets are invested in bonds and 40 % in common stocks and cash
equivalents.
6
MINERALS TECHNOLOGIES INC.
SAVINGS AND INVESTMENT PLAN
SAVINGS AND INVESTMENT PLAN
Notes to Financial Statements
December 31, 2025 and 2024
December 31, 2025 and 2024
Vanguard
Life Strategy Growth Fund: This fund is primarily invested in stocks and bonds. Approximately 80 % of the fund’s assets are
invested in stocks and 20 % in bonds.
Vanguard
Life Strategy Moderate Growth Fund:
This fund is invested in stocks, bonds and cash equivalents. Approximately 60 % of the fund is invested in
mid and large capitalization stock and 40 % in fixed income securities and cash
equivalents.
State
Street Russell Small/Midcap Index Non-Lending Series Fund: This fund is designed to match the risk and return
of the Russell 2000 Index, a broadly based average of the U.S. equity market.
State
Street S&P Midcap 400 Index Securities Lending Series Fund: This fund is designed to match the risk and return
of the Standard & Poor's 400 Index, a broadly based average of the U.S.
equity market.
MTI
Common Stock Fund: This fund invests
in the Company's common stock. The MTI
Common Stock Fund is a participant-directed fund. All Company matching
contributions are invested in this fund, and once deposited; the investments
are participant directed.
Pfizer
Common Stock Fund: This fund invests
in the common stock of Pfizer Inc. The
fund holds contributions to the Pfizer Common Stock Fund, which were
transferred from Pfizer Inc. when the Plan was established. No new contributions or transfers can be made
into this fund, however, participants are allowed to transfer balances from
this fund into other investment options.
Charles
Schwab Participant-Directed Brokerage Account: This is a participant-directed brokerage account
which invests primarily in a variety of publicly available mutual funds, common
stock and cash and cash equivalents.
JP
Morgan U.S. Government MMkt Fund: This
fund invests exclusively in debt securities issued or guaranteed by the U.S.
government to provide liquidity, capital preservation, and income.
Notes Receivable from Participants
Participants
may borrow from their accounts an amount up to $50,000 or 50 % of their account
balance, whichever is less. The minimum amount a participant may borrow is
$1,000 . The loan repayments and interest earned are allocated to each eligible
investment option based upon the participant's current contribution election
percentages.
Loans must be repaid over a period of not more than five years ;
however, if the loan is used to purchase a principal residence, the loan can be
repaid over a period of not more than fifteen years . The loans are secured by
the balance in the participant's account and bear interest at rates that range
from 4.25 % to 9.75 % for both 2025 and 2024 which are fixed at the time of the
loan, and which are commensurate with prevailing rates as determined quarterly
by the Plan administrator.
Payment of Benefits
On
termination of service due to death, disability, retirement, or other reasons,
a participant would receive a lump-sum amount equal to the value of the
participant's account. In-service withdrawals, including hardship withdrawals,
may also be made under certain circumstances.
7
MINERALS TECHNOLOGIES INC.
SAVINGS AND INVESTMENT PLAN
SAVINGS AND INVESTMENT PLAN
Notes to Financial Statements
December 31, 2025 and 2024
December 31, 2025 and 2024
(2) Summary
of Significant Accounting Policies
Basis of Presentation
The
accompanying financial statements have been prepared on the accrual basis of
accounting.
Use of Estimates
The
preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America (“U.S. GAAP”) requires
management to make estimates and assumptions that affect the reported amounts
of assets and liabilities and changes therein, and disclosure of contingent
assets and liabilities. Actual results
could differ from those estimates.
Asset Valuation and Income Recognition
The
Plan's investments are stated at fair value except for the fully benefit
responsive contract which is stated at contract value. Short-term investments are recorded at cost,
which approximates fair value. The
common stock within the MTI Common Stock Fund, Pfizer Common Stock Fund, and
the shares of mutual funds, including those held in the brokerage account are
valued using quoted market prices. Common
collective funds are stated at fair value reported by the fund manager based on
the underlying investments within each fund and are expressed in units
representing the net asset value of each fund.
The value of a unit will fluctuate in response to various factors
including, but not limited to, the price of the underlying shares, dividends
paid, earnings and losses, and the mix of assets in the respective fund.
Purchases
and sales of securities are recorded on a trade-date basis. The net appreciation in fair value of
investments consists of the net realized gains and losses from the sale of
investments and the unrealized appreciation (depreciation) of the fair value
for the investments remaining in the Plan.
Dividend
income is recorded on the ex-dividend date.
Interest income is recorded on an accrual basis.
Notes receivable from
participants are measured at their unpaid principal balance plus any accrued
but unpaid interest. Delinquent
participant loans are reclassified as distributions based upon the terms of the Plan agreement.
Payment of Benefits
Benefits are recorded when
paid.
(3)
Fair Value Measurements
There is a three-tier fair value hierarchy, which prioritizes the
inputs used in measuring fair value. These tiers include: Level 1, defined as
observable inputs such as quoted prices in active markets; Level 2, defined as
inputs other than quoted prices in active markets that are either directly or
indirectly observable; and Level 3, defined as unobservable inputs about which
little or no market data exists, therefore requiring an entity to develop its
own assumptions.
The following is a description of the valuation methodologies used
for assets measured at fair value. There have been no changes in the
methodologies used at December 31, 2025 or 2024.
Equity securities: The fair value is based on the
unadjusted closing price reported on the active market on which the security is
traded and is classified within Level 1 of the fair value hierarchy.
8
MINERALS TECHNOLOGIES INC.
SAVINGS AND INVESTMENT PLAN
SAVINGS AND INVESTMENT PLAN
Notes to Financial Statements
December 31, 2025 and 2024
December 31, 2025 and 2024
Mutual funds: Registered
investment companies are public investment vehicles valued using net asset
value (“NAV”) provided by the administrator of the mutual fund. These
securities are valued using quoted market prices. The NAV is an unadjusted
quoted price on an active market and classified within Level 1 of the fair
value hierarchy.
Common collective funds: Valued at fair value using the NAV
provided by the fund trustee as a practical expedient based on the value of the
underlying assets owned by the trust, minus its liabilities, and then divided
by the number of shares outstanding. There are no imposed redemption
restrictions, nor does the Plan have any contractual obligations to further
invest in the common collective trust funds. There are no
Cash equivalents: The carrying value approximates fair value
and is classified within Level 1 of the fair value hierarchy.
The following
tables sets forth by level, the Plan's financial assets at fair value as of
December 31, 2025 and 2024. Assets and liabilities are classified in their
entirety based on the lowest level of input that is significant to the fair
value measurement. The Company's assessment of the significance of a particular
input to the fair value measurement requires judgment and may affect the
valuation of fair value assets and liabilities and their placement within the
fair value hierarchy levels. The method described above may produce a fair
value that may not be indicative of net realizable value or reflective of
future fair value. There were no
9
MINERALS TECHNOLOGIES INC.
SAVINGS AND INVESTMENT PLAN
SAVINGS AND INVESTMENT PLAN
Notes to Financial Statements
December 31, 2025 and 2024
December 31, 2025 and 2024
| As of December 31, 2025 | ||||||||||||||||
| (dollars in thousands) | ||||||||||||||||
| Investments at | Valuation techniques | |||||||||||||||
| Fair Value as | Valuation | incorporating | Total | |||||||||||||
| determined by | techniques based | information other | Investments | |||||||||||||
| Quoted or Published | on observable | than observable | measured at | |||||||||||||
| Prices in active markets | market data | market data | Fair Value at | |||||||||||||
| (Level I) | (Level II) | (Level III) | December 31, 2025 | |||||||||||||
| Cash equivalents | $ | $ | $ | $ | ||||||||||||
| Mutual funds | ||||||||||||||||
| Fixed income funds | $ | $ | $ | $ | ||||||||||||
| Equity funds | $ | $ | $ | $ | ||||||||||||
| Growth & income funds | $ | $ | $ | $ | ||||||||||||
| Mutual funds - participant-directed brokerage account | ||||||||||||||||
| Equity funds - capital growth | $ | $ | $ | $ | ||||||||||||
| Equity funds - current income | $ | $ | $ | $ | ||||||||||||
| Balanced funds | $ | $ | $ | $ | ||||||||||||
| Fixed income funds | $ | $ | $ | $ | ||||||||||||
| International funds | $ | $ | $ | $ | ||||||||||||
| Total mutual funds | $ | $ | $ | $ | ||||||||||||
| Common stock | ||||||||||||||||
| Participant-directed brokerage account | $ | $ | $ | $ | ||||||||||||
| Pharmaceuticals | $ | $ | $ | $ | ||||||||||||
| Industrial | $ | $ | $ | $ | ||||||||||||
| Total common stock | $ | $ | $ | $ | ||||||||||||
| Investments at NAV | $ | $ | $ | $ | ||||||||||||
| Total investments | $ | $ | $ | $ |
10
MINERALS TECHNOLOGIES INC.
SAVINGS AND INVESTMENT PLAN
SAVINGS AND INVESTMENT PLAN
Notes to Financial Statements
December 31, 2025 and 2024
December 31, 2025 and 2024
As of December 31, 2024
(dollars in thousands)
| Investments at | Valuation techniques | |||||||||||||||
| Fair Value as | Valuation | incorporating | Total | |||||||||||||
| determined by | techniques based | information other | Investments | |||||||||||||
| Quoted or Published | on observable | than observable | measured at | |||||||||||||
| Prices in active markets | market data | market data | Fair Value at | |||||||||||||
| (Level I) | (Level II) | (Level III) | December 31, 2024 | |||||||||||||
| Cash equivalents | $ | $ | $ | $ | ||||||||||||
| Mutual funds | ||||||||||||||||
| Fixed income funds | $ | $ | $ | $ | ||||||||||||
| Equity funds | $ | $ | $ | $ | ||||||||||||
| Growth & income funds | $ | $ | $ | $ | ||||||||||||
| Mutual funds - participant-directed brokerage account | ||||||||||||||||
| Equity funds - capital growth | $ | $ | $ | $ | ||||||||||||
| Equity funds - current income | $ | $ | $ | $ | ||||||||||||
| Balanced funds | $ | $ | $ | $ | ||||||||||||
| Fixed income funds | $ | $ | $ | $ | ||||||||||||
| International funds | $ | $ | $ | $ | ||||||||||||
| Total mutual funds | $ | $ | $ | $ | ||||||||||||
| Common stock | ||||||||||||||||
| Participant-directed brokerage account | $ | $ | $ | $ | ||||||||||||
| Pharmaceuticals | $ | $ | $ | $ | ||||||||||||
| Industrial | $ | $ | $ | $ | ||||||||||||
| Total common stock | $ | $ | $ | $ | ||||||||||||
| Investments at NAV | $ | $ | $ | $ | ||||||||||||
| Total investments | $ | $ | $ | $ |
11
MINERALS TECHNOLOGIES INC.
SAVINGS AND INVESTMENT PLAN
SAVINGS AND INVESTMENT PLAN
Notes to Financial Statements
December 31, 2025 and 2024
December 31, 2025 and 2024
(4)
Fully Benefit Responsive Contract
The
Plan invests in the New York Life Insurance Anchor Acct IV, which is considered
a fully benefit responsive contract (the “Contract”). This investment is valued
at contract value reported by the fund manager based on the underlying
investments within each fund. There are no imposed redemption restrictions. The
existence of certain conditions can limit the Contract's ability to transact at
contract value with the issuers of its investment contracts. Specifically, any
event outside the normal operation of the Contract that causes a withdrawal
from an investment contract may result in a negative market value adjustment
with respect to such withdrawal. Examples of such events include, but are not
limited to, partial or complete legal termination of the Contract or a
unitholder, tax disqualification of the Contract or a unitholder, and certain
Contract amendments if issuers' consent is not obtained. As of December 31,
2025, the occurrence of an event outside the normal operation of the Contract
that would cause a withdrawal from an investment contract is not considered to
be probable. To the extent a unitholder suffers a tax disqualification or legal
termination event, under normal circumstances it is anticipated that liquid
assets would be available to satisfy the redemption of such unitholder's
interest in the Contract without the need to access investment contracts.
(5) Plan
Termination
Although it has not expressed
any intent to do so, the Company has the right under the Plan to discontinue
its contributions at any time and to terminate the Plan by action of the
Company's Board of Directors, subject to the provisions of ERISA. Upon termination of the Plan, each
participant thereby affected would receive the entire value of his or her
account as of the date of such termination.
No part of the assets in the investment funds established pursuant to
the Plan would at any time revert to the Company.
(6) Tax
Status
The
Internal Revenue Service (“IRS”) determined and informed the Company by a
letter dated December 27, 2013 , that the Plan and related Trust established
thereunder are properly designed and, thus and are tax exempt,
respectively, within the meaning of Sections 401(a) and 501(a) of the IRC. Although the Plan
has been amended and restated since receiving the determination letter, the
Company and legal counsel believe that the Plan is designed and is currently
being operated in compliance with the applicable requirements of the IRC. U.S.
GAAP requires Plan management to evaluate tax positions taken by the Plan and
recognize a tax liability (or de-recognize an asset) if the Plan has taken an
uncertain position that more likely than not would not be sustained upon
examination by the IRS. The Plan
administrator has analyzed the tax positions taken by the Plan, and has
concluded that as of December 31, 2025 and 2024, there are no uncertain tax
positions taken or expected to be taken that would require recognition of a
liability (or de-recognition of an asset) or disclosure in the financial
statements. The Plan is subject to
routine audits by taxing jurisdictions; however, there are currently no audits
for any tax periods in progress. The Plan administrator believes it is no longer subject to income tax audits for
years prior to 2022.
(7)
Administrative
and Investment Advisor Costs
All
costs of administering the Plan are paid by the Plan and amounted to $140,909 and $226,381 for
the years ended December 31, 2025 and 2024, respectively. Participants are
responsible for any origination and maintenance fees for each loan, and certain
expenses for participating in the participant directed brokerage account.
Investment advisers are reimbursed for costs incurred or receive a management
fee for providing investment advisory services. Investment advisory fees and
costs are deducted and reflected in the net appreciation in the fair value of
investments on the Statements of Changes in Net Assets Available for Benefits.
12
MINERALS TECHNOLOGIES INC.
SAVINGS AND INVESTMENT PLAN
SAVINGS AND INVESTMENT PLAN
Notes to Financial Statements
December 31, 2025 and 2024
December 31, 2025 and 2024
(8)
Related-Party
Transactions
John Hancock Trust Company LLC is Trustee and record keeper of the
Plan. Certain Plan investments in the pooled separate account are managed by
New York Life Investment Management LLC, an affiliate of John Hancock Trust
Company LLC.
Certain Plan investments are shares of the Company's common stock,
which qualify as party-in-interest transactions.
(9)
Concentration of Risks and Uncertainties
The
Plan's exposure to a concentration of credit risk is limited by the
diversification of investments across several participant-directed fund
elections. Additionally, the investments
within each participant-directed fund election are further diversified into
varied financial instruments, with the exception of the MTI and Pfizer Common
Stock Funds, which principally invest in securities of a single issuer. At December 31, 2025 and 2024, investments in
the New York Life Insurance Anchor Acct IV of $48,684,668 and $51,335,857 represent 13 %
and 14 %, respectively, of the Plan's net assets. At December 31, 2025 and 2024,
investments in the Fidelity 500 Index Fund of $68,337,737 and $59,030,537 represent 18 %
and 16 %, respectively, of the Plan's net assets. At December 31, 2025 and 2024,
investments in MTI common stock of $37,027,735 and $43,829,819 represent 10 % and 12 %,
respectively, of the Plan's net assets.
The
Plan investments include a number of investment options including MTI and
Pfizer common stock and a variety of investment funds, some of which are mutual
funds or common collective funds. Investment
securities, in general, are exposed to various risks, such as interest rate,
credit, and overall market volatility risk.
Due to the level of risk associated with certain investment securities,
it is reasonably possible that changes in the values of investment securities
will occur in the near term and that such changes could materially affect the
amounts reported in the statements of net assets for benefits and participant
account balances. Plan investments included a variety of investments that may
directly or indirectly invest in securities with contractual cash flows. The
value, liquidity, and related income of these securities are sensitive to
changes in economic conditions and may be adversely affected by shifts in the
market’s perception of the issuers and changes in interest rates.
(10)
Subsequent
Events
The
Plan evaluated events subsequent to December 31, 2025, and through June 17,
2026, the date on which the financial statements were issued, and determined
there have not been any events that have occurred that would require adjustment
to or disclosure in the financial statements.
13
MINERALS TECHNOLOGIES INC.
SAVINGS AND INVESTMENT PLAN
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
EIN NUMBER 25-1190717 PLAN NUMBER 002
As of December 31, 2025
(in thousands)
| (a) | (b) | (c) | (d) | (e) | ||||||||
| Identity of issue, borrower, | Description of | Current | ||||||||||
| lessor or similar party | investment/interest | Cost | Value | |||||||||
| Cash equivalents: | ||||||||||||
| $ | $ | |||||||||||
| $ | $ | |||||||||||
| Total cash equivalents | $ | $ | ||||||||||
| Fully benefit responsive investment contract, at contract value: | ||||||||||||
| $ | $ | |||||||||||
| Common collective funds: | ||||||||||||
| Target Retirement 2025 Strategy | ||||||||||||
| $ | $ | |||||||||||
| Target Retirement 2030 Strategy | ||||||||||||
| $ | $ | |||||||||||
| Target Retirement 2035 Strategy | ||||||||||||
| $ | $ | |||||||||||
| Target Retirement 2040 Strategy | ||||||||||||
| $ | $ | |||||||||||
| Target Retirement 2045 Strategy | ||||||||||||
| $ | $ | |||||||||||
| Target Retirement 2050 Strategy | ||||||||||||
| $ | $ | |||||||||||
| Target Retirement 2055 Strategy | ||||||||||||
| $ | $ | |||||||||||
| Target Retirement 2060 Strategy | ||||||||||||
| $ | $ |
14
MINERALS TECHNOLOGIES INC.
SAVINGS AND INVESTMENT PLAN
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
EIN NUMBER 25-1190717 PLAN NUMBER 002
As of December 31, 2025
(in thousands)
| (a) | (b) | (c) | (d) | (e) | ||||||||
| Identity of issue, borrower, | Description of | Current | ||||||||||
| lessor or similar party | investment/interest | Cost | Value | |||||||||
| Target Retirement 2065 Strategy | ||||||||||||
| $ | $ | |||||||||||
| Target Retirement Income Strategy | ||||||||||||
| $ | $ | |||||||||||
| . | $ | $ | ||||||||||
| $ | $ | |||||||||||
| $ | $ | |||||||||||
| Total common collective funds | $ | $ | ||||||||||
| Mutual funds: | ||||||||||||
| $ | $ | |||||||||||
| $ | $ | |||||||||||
| $ | $ | |||||||||||
| $ | $ | |||||||||||
| $ | $ | |||||||||||
| $ | $ | |||||||||||
| $ | $ | |||||||||||
| $ | $ | |||||||||||
| $ | $ | |||||||||||
| $ | $ | |||||||||||
| $ | $ |
15
MINERALS TECHNOLOGIES INC.
SAVINGS AND INVESTMENT PLAN
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
EIN NUMBER 25-1190717 PLAN NUMBER 002
As of December 31, 2025
(in thousands)
| (a) | (b) | (c) | (d) | (e) | ||||||||
| Identity of issue, borrower, | Description of | Current | ||||||||||
| lessor or similar party | investment/interest | Cost | Value | |||||||||
| $ | $ | |||||||||||
| $ | $ | |||||||||||
| $ | $ | |||||||||||
| $ | $ | |||||||||||
| Mutual Fund Window | ||||||||||||
| $ | $ | |||||||||||
| Total mutual funds | $ | $ | ||||||||||
| $ | $ | |||||||||||
| MTI Common Stock Fund | ||||||||||||
| $ | $ | |||||||||||
| Pfizer Common Stock Fund | ||||||||||||
| $ | $ | |||||||||||
| Total common stock | $ | $ | ||||||||||
| Notes receivable from participants | $ | - | $ | |||||||||
| Total net assets available for benefits | $ |
* Parties in interest, as defined by ERISA.
See accompanying report of independent registered public accounting firm.
16
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the members of the
Savings and Investment Plan Committee, which administers the Minerals
Technologies Inc. Savings and Investment Plan, have duly caused this annual
report to be signed on their behalf by the undersigned thereunto duly
authorized.
| Minerals Technologies Inc. Savings and Investment Plan | ||
|
By:
|
/s/ Erik C. Aldag
|
|
|
Erik
C. Aldag
Senior
Vice President - Finance and Treasury,
Chief
Financial Officer
Member,
Minerals Technologies Inc. Savings
and
Investment Plan Committee
|
Date: June 17, 2026
17
EXHIBIT INDEX
The following is a list of
Exhibits filled as part of this Annual Report on Form 11-K:
| Exhibit Number | Exhibit Description |
| 23.1 | Consent of Withum+Brown, PC |
18