Note 11—Employee benefit plans:

Defined contribution plans. Certain of our subsidiaries maintain various defined contribution pension plans for our employees worldwide. Defined contribution plan expense approximated $4.2 million in 2013, $5.7 million in 2014 and $5.8 million in 2015.

Defined benefit plans. Kronos and NL sponsor various defined benefit pension plans worldwide. The benefits under our defined benefit plans are based upon years of service and employee compensation. Our funding policy is to contribute annually the minimum amount required under ERISA (or equivalent foreign) regulations plus additional amounts as we deem appropriate.

We expect to contribute the equivalent of $15.8 million to all of our defined benefit pension plans during 2016. Benefit payments to plan participants out of plan assets are expected to be the equivalent of:

2016	$	23.4 million
2017		23.7 million
2018		24.2 million
2019		24.7 million
2020		25.6 million
Next 5 years		141.2 million

The funded status of our U.S. defined benefit pension plans is presented in the table below.

	Years ended December 31,
	2014			2015
	(In millions)
Change in projected benefit obligations (“PBO”):
Balance at beginning of the year	$	62.0		$	70.2
Interest cost		2.9			2.7
Actuarial loss (gain)		9.9			(2.2	)
Benefits paid		(4.6	)		(4.1	)
Balance at end of the year	$	70.2		$	66.6
Change in plan assets:
Fair value at beginning of the year	$	54.9		$	53.6
Actual return on plan assets		2.0			(2.3	)
Employer contributions		1.3			.4
Benefits paid		(4.6	)		(4.1	)
Fair value at end of year	$	53.6		$	47.6
Funded status	$	16.6		$	19.0
Amounts recognized in the Consolidated Balance Sheets:
Accrued pension costs:
Current	$	(.3	)	$	(.3	)
Noncurrent		(16.3	)		(18.7	)
Total		(16.6	)		(19.0	)
Accumulated other comprehensive loss—Actuarial loss		39.5			42.0
Total	$	22.9		$	23.0
Accumulated benefit obligations (“ABO”)	$	70.2		$	66.6

The components of our net periodic defined benefit pension benefit cost (credit) for U.S. plans are presented in the table below. The amounts shown below for the amortization of unrecognized actuarial losses for 2013, 2014 and 2015 were recognized as components of our accumulated other comprehensive income (loss) at December 31, 2012, 2013 and 2014, respectively, net of deferred income taxes and noncontrolling interest.

	Years ended December 31,
	2013			2014			2015
	(In millions)
Net periodic pension benefit cost (credit) for U.S. plans:
Interest cost	$	2.4		$	2.9		$	2.7
Expected return on plan assets		(4.9	)		(4.0	)		(3.9	)
Amortization of unrecognized net actuarial loss		1.6			1.2			1.7
Total	$	(.9	)	$	.1		$	.5

Certain information concerning our U.S. defined benefit pension plans is presented in the table below.

	December 31,
	2014		2015
	(In millions)
Plans for which the ABO exceeds plan assets:
Projected benefit obligations	$	70.2	$	66.6
Accumulated benefit obligations		70.2		66.6
Fair value of plan assets		53.6		47.6

The discount rate assumptions used in determining the actuarial present value of the benefit obligation for our U.S. defined benefit pension plans as of December 31, 2014 and 2015 are 3.8% and 4.1%, respectively. The impact of assumed increases in future compensation levels does not have an effect on the benefit obligation as the plans are frozen with regards to compensation.

The weighted-average rate assumptions used in determining the net periodic pension cost for our U.S. defined benefit pension plans for 2013, 2014 and 2015 are presented in the table below. The impact of assumed increases in future compensation levels does not have an effect on the periodic pension cost as the plans are frozen with regards to compensation.

	Years ended December 31,
Rate	2013			2014			2015
Discount rate		3.6	%		4.5	%		3.8	%
Long-term return on plan assets		10.0	%		7.5	%		7.5	%

Variances from actuarially assumed rates will result in increases or decreases in accumulated pension obligations, pension expense and funding requirements in future periods.

The funded status of our foreign defined benefit pension plans is presented in the table below.

	Years ended December 31,
	2014			2015
	(In millions)
Change in PBO:
Balance at beginning of the year	$	604.9		$	659.2
Service cost		9.9			11.2
Interest cost		22.2			15.1
Participants’ contributions		2.0			1.6
Actuarial loss (gain)		122.2			(10.0	)
Change in currency exchange rates		(75.3	)		(76.9	)
Benefits paid		(26.7	)		(21.3	)
Balance at end of the year	$	659.2		$	578.9
Change in plan assets:
Fair value at beginning of the year	$	441.6		$	425.5
Actual return on plan assets		40.7			10.8
Employer contributions		20.4			17.6
Participants’ contributions		2.0			1.6
Change in currency exchange rates		(52.5	)		(51.7	)
Benefits paid		(26.7	)		(21.3	)
Fair value at end of year	$	425.5		$	382.5
Funded status	$	(233.7	)	$	(196.4	)
Amounts recognized in the Consolidated Balance Sheets:
Pension asset	$	—		$	1.7
Accrued pension costs:
Current		(.6	)		—
Noncurrent		(233.1	)		(198.1	)
Total		(233.7	)		(196.4	)
Accumulated other comprehensive loss:
Actuarial loss		252.3			234.1
Prior service cost		2.2			1.9
Total		254.5			236.0
Total	$	20.8		$	39.6
ABO	$	627.5		$	554.4

The components of our net periodic defined benefit pension benefit cost for our foreign plans are presented in the table below. In December 2013, we amended one of Kronos’ Canadian plans in which participation with respect to hourly workers was closed to new participants in December 2013, and existing hourly plan participants will no longer accrue additional benefits after December 2013, resulting in a $7.1 million curtailment charge for recognition of previously unamortized prior service cost and transition obligation and $.2 million for special termination benefits. In 2014, we amended the other Kronos Canadian plan in which participation with respect to salaried workers was closed to new participants in December 2014, and existing hourly plan participants will no longer accrue additional benefits after December 2014, resulting in a nominal curtailment charge. The amounts shown below for the amortization of unrecognized prior service cost, net transition obligations and actuarial losses for 2013, 2014 and 2015 were recognized as components of our accumulated other comprehensive income (loss) at December 31, 2012, 2013 and 2014, respectively, net of deferred income taxes and noncontrolling interest.

	Years ended December 31,
	2013			2014			2015
	(In millions)
Net periodic pension cost for foreign plans:
Service cost	$	13.1		$	9.9		$	11.2
Interest cost		21.6			22.2			15.1
Settlement gain		—			(.3	)		—
Curtailment loss		7.3			.1			—
Expected return on plan assets		(18.9	)		(20.6	)		(17.3	)
Amortization of unrecognized:
Prior service cost		1.1			.5			.4
Net transition obligations		.4			—			—
Net actuarial loss		12.5			10.1			13.8
Total	$	37.1		$	21.9		$	23.2

Certain information concerning our foreign defined benefit pension plans is presented in the table below.

	December 31,
	2014		2015
	(In millions)
Plans for which the ABO exceeds plan assets:
Projected benefit obligations	$	632.6	$	518.1
Accumulated benefit obligations		603.4		498.7
Fair value of plan assets		401.2		321.6

A summary of our key actuarial assumptions used to determine foreign benefit obligations as of December 31, 2014 and 2015 was:

	December 31,
Rate	2014			2015
Discount rate		2.5	%		2.6	%
Increase in future compensation levels		2.6	%		2.9	%

A summary of our key actuarial assumptions used to determine foreign net periodic benefit cost for 2013, 2014 and 2015 are as follows:

	Years ended December 31,
Rate	2013			2014			2015
Discount rate		3.7	%		3.8	%		2.5	%
Increase in future compensation levels		3.1	%		2.7	%		2.6	%
Long-term return on plan assets		5.0	%		5.0	%		4.6	%

Variances from actuarially assumed rates will result in increases or decreases in accumulated pension obligations, pension expense and funding requirements in future periods.

The amounts shown for all of our defined benefit plans for unrecognized actuarial losses and prior service cost at December 31, 2014 and 2015 have not been recognized as components of our periodic defined benefit pension cost as of those dates. These amounts will be recognized as components of our periodic defined benefit cost in future years. These amounts, net of deferred income taxes and noncontrolling interest, are recognized in our accumulated other comprehensive income (loss) at December 31, 2014 and 2015. We expect approximately $12.8 million and $.2 million of the unrecognized actuarial losses and prior service cost, respectively, will be recognized as components of our periodic defined benefit pension cost in 2016. The table below details the changes in other comprehensive income (loss) during 2013, 2014 and 2015.

	Years ended December 31,
	2013		2014			2015
	(In millions)
Changes in plan assets and benefit obligations recognized in other comprehensive income (loss):
Net actuarial gain (loss)	$	19.8	$	(113.0	)	$	.3
Plan curtailment		7.1		—			—
Plan settlement		—		(.2	)		—
Amortization of unrecognized:
Prior service cost		1.1		.5			.4
Net transition obligations		.4		—			—
Net actuarial losses		14.2		11.3			15.4
Total	$	42.6	$	(101.4	)	$	16.1

At December 31, 2014 and 2015, all of the assets attributable to our U.S. plan were invested in the Combined Master Retirement Trust (“CMRT”), a collective investment trust sponsored by Contran to permit the collective investment by certain master trusts that fund certain employee benefits plans sponsored by Contran and certain of its affiliates. Prior to his death in December 2013, Mr. Harold C. Simmons was the sole trustee of the CMRT, and he along with the CMRT’s investment committee, of which Mr. Simmons was a member, actively managed the investments of the CMRT. The CMRT’s long-term investment objective was to provide a rate of return exceeding a composite of broad market equity and fixed income indices (including the S&P 500 and certain Russell indices) while utilizing both third-party investment managers as well as investments directed by Mr. Simmons (prior to his death). During the history of the CMRT from its inception in 1988 through December 31, 2013, the average annual rate of return was 14%. For the year ended December 31, 2013, the assumed long-term rate of return for plan assets invested in the CMRT was 10%. In determining the appropriateness of the long-term rate of return assumption, we primarily relied on the historical rates of return achieved by the CMRT, although we considered other factors as well including, among other things, the investment objectives of the CMRT’s managers and their expectation that such historical returns would in the future continue to be achieved over the long-term.

Following the death of Mr. Simmons in December 2013, the Contran board of directors in January 2014 appointed a financial institution as the new directed trustee of the CMRT, and the Contran board appointed five individuals (all executive officers of Contran) as the new investment committee of the CMRT. During 2014, the new investment committee began a process of reallocating to current and/or new investment managers or various mutual funds and commingled funds the portion of the CMRT assets that had previously been under direct and active management by Mr. Simmons. The reallocation process was done prudently over a period of time, given the diverse asset composition of this portion of the portfolio, and was substantially complete at December 31, 2015. Concurrent with this change in investment strategy in which there is no longer a portion of the CMRT’s assets under direct and active management by Mr. Simmons, and considering the long-term asset mix of the assets of the CMRT and the expected long-term rates of return for such asset components as well as advice from Contran’s actuaries, beginning in 2014 the assumed long-term rate of return for plan assets invested in the CMRT was reduced to 7.5%.

The CMRT unit value is determined semi-monthly, and the plans have the ability to redeem all or any portion of their investment in the CMRT at any time based on the most recent semi-monthly valuation. However, the plans do not have the right to individual assets held by the CMRT and the CMRT has the sole discretion in determining how to meet any redemption request. For purposes of our plan asset disclosure, we consider the investment in the CMRT as a Level 2 input because (i) the CMRT value is established semi-monthly and the plans have the right to redeem their investment in the CMRT, in part or in whole, at anytime based on the most recent value and (ii) observable inputs from Level 1 or Level 2 were used to value approximately 80% and 81% of the assets of the CMRT at December 31, 2014 and 2015, respectively, as noted below. The aggregate fair value of all of the CMRT assets, including funds of Contran and its other affiliates that also invest in the CMRT, and supplemental asset mix details of the CMRT are as follows:

	December 31,
	2014			2015
	(In millions)
CMRT asset value	$	715.5		$	648.8
CMRT fair value input:
Level 1		67	%		54	%
Level 2		13			27
Level 3		20			19
		100	%		100	%
CMRT asset mix:
Domestic equities, principally publicly traded		48	%		29	%
International equities, principally publicly traded		11			22
Fixed income securities, principally publicly traded		32			38
Privately managed limited partnerships		7			5
Hedge funds		—			5
Other, primarily cash		2			1
		100	%		100	%

In determining the expected long-term rate of return on non-U.S. plan asset assumptions, we consider the long-term asset mix (e.g. equity vs. fixed income) for the assets for each of our plans and the expected long-term rates of return for such asset components. In addition, we receive third-party advice about appropriate long-term rates of return. Such assumed asset mixes are summarized below:

—

In Germany, the composition of our plan assets is established to satisfy the requirements of the German insurance commissioner. Our German pension plan assets represent an investment in a large collective investment fund established and maintained by Bayer AG in which several pension plans, including our German pension plan and Bayer’s pension plans, have invested. Our plan assets represent a very nominal portion of the total collective investment fund maintained by Bayer. These plan assets are a Level 3 input because there is not an active market that approximates the value of our investment in the Bayer investment fund. We determine the fair value of the Bayer plan assets based on periodic reports we receive from the managers of the Bayer plan. These periodic reports are subject to audit by the German pension regulator.

—

In Canada, we currently have a plan asset target allocation of 38% to equity securities, 55% to fixed income securities and 7% to other investments and cash. We expect the long-term rate of return for such investments to average approximately 125 basis points above the applicable equity or fixed income index. The Canadian assets are Level 1 inputs because they are traded in active markets.

—

In Norway, we currently have a plan asset target allocation of 11% to equity securities, 79% to fixed income securities, 7% to real estate and the remainder primarily to other investments and liquid investments such as money markets. The expected long-term rate of return for such investments is approximately 7%, 3%, 5% and 5%, respectively. The majority of Norwegian plan assets are Level 1 inputs because they are traded in active markets; however approximately 11% of our Norwegian plan assets are invested in real estate and other investments not actively traded and are therefore a Level 3 input.

—

We also have plan assets in Belgium and the United Kingdom. The Belgian plan assets are invested in certain individualized fixed income insurance contracts for the benefit of each plan participant as required by the local regulators and are therefore a Level 3 input. The United Kingdom plan assets consist of marketable securities which are Level 1 inputs because they trade in active markets.

We regularly review our actual asset allocation for each plan, and will periodically rebalance the investments in each plan to more accurately reflect the targeted allocation and/or maximize the overall long-term return when considered appropriate.

The composition of our December 31, 2014 and 2015 pension plan assets by asset category and fair value level is shown in the table below. The amounts shown for plan assets invested in the CMRT include a nominal amount of cash held by our U.S. pension plan which is not part of the plan’s investment in the CMRT.

	Fair Value Measurements at December 31, 2014
	Total		Quoted Prices in Active Markets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
	(In millions)
Germany	$	240.7	$	—	$	—	$	240.7
Canada:
Local currency equities		12.4		12.4		—		—
Foreign currency equities		34.4		34.4		—		—
Local currency fixed income		50.3		50.3		—		—
Global mutual fund		10.1		10.1		—		—
Cash and other		.6		.6		—		—
Norway:
Local currency equities		1.9		1.9		—		—
Foreign currency equities		5.1		5.1		—		—
Local currency fixed income		29.3		29.3		—		—
Foreign currency fixed income		3.8		3.8		—		—
Real estate		4.5		—		—		4.5
Cash and other		10.3		9.2		—		1.1
US — CMRT		53.6		—		53.6		—
Other		22.1		14.3		—		7.8
Total	$	479.1	$	171.4	$	53.6	$	254.1

	Fair Value Measurements at December 31, 2015
	Total		Quoted Prices in Active Markets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
	(In millions)
Germany	$	223.1	$	—	$	—	$	223.1
Canada:
Local currency equities		9.6		9.6		—		—
Foreign currency equities		23.3		23.3		—		—
Local currency fixed income		50.6		50.6		—		—
Global mutual fund		6.8		6.8		—		—
Cash and other		.5		.5		—		—
Norway:
Local currency equities		2.0		2.0		—		—
Foreign currency equities		3.6		3.6		—		—
Local currency fixed income		24.5		24.5		—		—
Foreign currency fixed income		4.7		4.7		—		—
Real estate		4.2		—		—		4.2
Cash and other		7.9		6.7		—		1.2
US — CMRT		47.6		—		47.6		—
Other		21.7		14.0		—		7.7
Total	$	430.1	$	146.3	$	47.6	$	236.2

A rollforward of the change in fair value of Level 3 assets follows.

	Years ended December 31,
	2014			2015
	(In millions)
Fair value at beginning of year	$	261.5		$	254.1
Gain on assets held at end of year		24.5			6.5
Gain on assets sold during the year		.3			.3
Assets purchased		16.9			13.7
Assets sold		(15.2	)		(12.4	)
Currency exchange rate fluctuations		(33.9	)		(26.0	)
Fair value at end of year	$	254.1		$	236.2

Postretirement benefits other than pensions (“OPEB”). NL, Kronos and Tremont provide certain health care and life insurance benefits for their eligible retired employees. We have no OPEB plan assets, rather, we fund benefit payments as they are paid. At December 31, 2015, we expect to contribute the equivalent of approximately $1.1 million to all of our OPEB plans during 2016. Benefit payments to OPEB plan participants are expected to be the equivalent of:


2016	$	1.1 million
2017		1.1 million
2018		1.0 million
2019		1.0 million
2020		.9 million
Next 5 years		4.2 million

The funded status of our OPEB plans is presented in the table below.

	Years ended December 31,
	2014			2015
	(In millions)
Actuarial present value of accumulated OPEB obligations:
Obligations at beginning of the year	$	15.1		$	15.4
Service cost		.1			.1
Interest cost		.6			.5
Actuarial loss (gain)		1.4			(.8	)
Change in currency exchange rates		(.6	)		(1.2	)
Benefits paid from employer contributions		(1.2	)		(1.1	)
Obligations at end of the year		15.4		$	12.9
Fair value of plan assets		—			—
Funded status	$	(15.4	)	$	(12.9	)
Accrued OPEB costs recognized in the Consolidated Balance Sheets:
Current	$	(1.3	)	$	(1.1	)
Noncurrent		(14.1	)		(11.8	)
Total		(15.4	)		(12.9	)
Accumulated other comprehensive income (loss):
Net actuarial losses		3.2			2.4
Prior service credit		(10.6	)		(8.6	)
Total		(7.4	)		(6.2	)
Total	$	(22.8	)	$	(19.1	)

The amounts shown in the table above for unrecognized actuarial losses and prior service credit at December 31, 2014 and 2015 have not been recognized as components of our periodic OPEB cost as of those dates. These amounts will be recognized as components of our periodic OPEB cost in future years. These amounts, net of deferred income taxes and noncontrolling interest, are now recognized in our accumulated other comprehensive loss at December 31, 2014 and 2015. We expect to recognize approximately $1.8 million of prior service credit and $.2 million of unrecognized actuarial losses as components of our periodic OPEB cost in 2016. The table below details the changes in other comprehensive income (loss) during 2013, 2014 and 2015. In the fourth quarter of 2013, we amended the benefit formula for most Canadian participants of our plans effective January 1, 2014, resulting in a curtailment gain as of December 31, 2013. Key assumptions including the service cost and benefit duration as of December 31, 2014 and 2015 now reflect these plan revisions to the benefit formula.

	Years ended December 31,
	2013			2014			2015
	(In millions)
Changes in benefit obligations recognized in other comprehensive income (loss):
Net actuarial gain (loss) arising during the year	$	2.2		$	(1.4	)	$	.8
Plan amendments/curtailment		4.5			(.2	)		—
Amortization of unrecognized prior service credit		(2.4	)		(2.0	)		(1.9	)
Total	$	4.3		$	(3.6	)	$	(1.1	)

The components of our periodic OPEB costs are presented in the table below. The amounts shown below for amortization of prior service credit and recognized actuarial losses for 2013, 2014 and 2015 were recognized as components of our accumulated other comprehensive income (loss) at December 31, 2012, 2013 and 2014, respectively, net of deferred income taxes and noncontrolling interest.

	Years ended December 31,
	2013			2014			2015
	(In millions)
Net periodic OPEB cost (credit):
Service cost	$	.3		$	.1		$	.1
Interest cost		.7			.6			.5
Curtailment gain		(.6	)		—			—
Amortization of unrecognized:
Prior service credit		(1.8	)		(2.0	)		(1.9	)
Net actuarial loss		—			(.2	)		—
Total	$	(1.4	)	$	(1.5	)	$	(1.3	)

A summary of our key actuarial assumptions used to determine the net benefit obligations as of December 31, 2014 and 2015 follows:

	December 31,
	2014			2015
Healthcare inflation:
Initial rate		7.0	%		7.0	%
Ultimate rate		5.0	%		5.0	%
Year of ultimate rate achievement		2021			2021
Discount rate		3.4	%		3.6	%

Assumed health care cost trend rates affect the amounts we report for health care plans. A one percent change in assumed health care trend rates would not have a material effect on the net periodic OPEB cost for 2015 or on the accumulated OPEB obligations at December 31, 2015.

The weighted average discount rate used in determining the net periodic OPEB cost for 2015 was 3.4% (the rate was 4.0% in 2014 and 3.5% in 2013). The weighted average rate was determined using the projected benefit obligations as of the beginning of each year. The impact of assumed increases in future compensation levels does not have a material effect on the net periodic OPEB cost as substantially all of such benefits relate solely to eligible retirees, for which compensation is not applicable. The impact of the assumed rate of return on plan assets also does not have a material effect on the net periodic OPEB cost as there were no plan assets as of December 31, 2014 or 2015.

Variances from actuarially-assumed rates will result in additional increases or decreases in accumulated OPEB obligations, net periodic OPEB cost and funding requirements in future periods.