SEC FORM 4

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

GOTTWALD THOMAS E

(Last)

(First)

(Middle)

330 SOUTH FOURTH STREET

(Street)

RICHMOND

23219

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
NEWMARKET CORP [ NEU ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chairman, President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
02/22/2024

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/22/2024		A		625⁽¹⁾	A	$0.00	161,885	D
Common Stock	02/22/2024		F		216⁽²⁾	D	$619.19	161,669	D
Common Stock								5,087	I	Shares held by reporting person's wife
Common Stock								2,166	I	Shares held as trustee for grandchild (trust 1)
Common Stock								1,718	I	Shares held as trustee for grandchild (trust 2)
Common Stock								1,572	I	Shares held as trustee for grandchild (trust 3)
Common Stock								1,408	I	Shares held as trustee for grandchild (trust 4)
Common Stock								1,178	I	Shares held as trustee for grandchild (trust 5)
Common Stock								880	I	Shares held as trustee for grandchild (trust 6)
Common Stock								843	I	Shares held as trustee for grandchild (trust 7)
Common Stock								501	I	Shares held as trustee for grandchild (trust 8)
Common Stock								297	I	Shares held as trustee for grandchild (trust 9)
Common Stock								252	I	Shares held as trustee for grandchild (trust 10)
Common Stock								46,407	I	Shares held as co-trustee fbo (among others reporting Floyd D. Gottwald)
Commons Stock								6,889	I	Shares held as co-trustee fbo children dtd. 12/16/1991
Common Stock								24,713	I	2021 GRAT #2
Common Stock								83,192	I	2022 GRAT
Common Stock								38,400.44⁽³⁾	I	NewMarket Savings Plan

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. On February 22, 2024, the Compensation Committee certified the attainment of the performance goals for certain performance-based restricted stock awards ("Performance Stock"). The Performance Stock settled with shares of common stock.

2. Shares withheld by the Company to satisfy tax withholding obligations related to the Performance Stock that vested on February 22, 2024.

3. The increase in shares is due to periodic purchases by the Plan Trustee pursuant to the Plan.

	/s/ Anne-Marie Anderson (by Power of Attorney for Thomas E. Gottwald)	02/26/2024
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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