Please wait





Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Checkbox not checked   Rule 13d-1(b)
Checkbox not checked   Rule 13d-1(c)
Checkbox not checked   Rule 13d-1(d)




X0202 SCHEDULE 13D/A 0001104659-25-117151 0001539436 XXXXXXXX LIVE 2 Common Stock, par value $0.01 per share 05/11/2026 false 0001674862 044186104 Ashland Inc. 8145 Blazer Drive Wilmington DE 19808 David S. Winter (212) 821-1600 Standard Investments LLC 9 West 57th Street, 47th Floor New York NY 10019 David J. Millstone (212) 821-1600 Standard Investments LLC 9 West 57th Street, 47th Floor New York NY 10019 Kyle A. Harris, Esq. (212) 225-2000 Cleary Gottlieb Steen & Hamilton LLP One Liberty Plaza New York NY 10006 0001539436 N Standard Investments LLC b AF N DE 0.00 3605001.00 0.00 3605001.00 3605001.00 N 7.873 IA OO 0001663556 N SI GP III LLC b AF N DE 0.00 3605001.00 0.00 3605001.00 3605001.00 N 7.873 OO 0001663559 N Standard Latitude Master Fund Ltd. b WC N E9 0.00 3605001.00 0.00 3605001.00 3605001.00 N 7.873 CO 0001652261 N Standard Latitude Fund LP b WC N DE 0.00 3605001.00 0.00 3605001.00 3605001.00 N 7.873 PN 0001572723 N David S. Winter b AF N X1 0.00 3605001.00 0.00 3605001.00 3605001.00 N 7.873 IN 0001572610 N David J. Millstone b AF N X1 0.00 3605001.00 0.00 3605001.00 3605001.00 N 7.873 IN Common Stock, par value $0.01 per share Ashland Inc. 8145 Blazer Drive Wilmington DE 19808 This Amendment No. 2 (this "Amendment") amends and supplements the Schedule 13D filed by the Reporting Persons with the U.S. Securities and Exchange Commission (the "SEC") on December 1, 2025 (as amended and supplemented by that certain Amendment No. 1 filed by the Reporting Persons with the SEC on May 6, 2026, the "Initial 13D", and such Amendment No. 1, the "Amendment No. 1), relating to their beneficial ownership in Ashland Inc. (the "Issuer"). Except to the extent set forth in this Amendment, all information disclosed in the Initial 13D remains unchanged. Capitalized terms not defined in this Amendment shall have the respective meanings ascribed to them in the Initial 13D. This Amendment is being filed to reflect an increase in the number of Shares that the Reporting Persons may beneficially own of greater than 1% of the total number of Shares outstanding relative to that disclosed in the Amendment No. 1. The information set forth in this Amendment is current as of 4:00 p.m., New York City time, on May 11, 2026. Item 3 is amended and supplemented by adding the following: The Shares reported in this Amendment were purchased by Standard Latitude Master in open market purchases using its working capital. The total purchase price for the Shares reported herein was $185,427,584.24, including brokerage commissions. All or part of the Shares owned by the Reporting Persons may from time to time be pledged with one or more banking institutions or brokerage firms as collateral for loans made by such bank(s) or brokerage firm(s) to the Reporting Persons. Such indebtedness may be refinanced with other banks or broker dealers. Item 4 is amended and supplemented by adding the following: The Reporting Persons acquired additional Shares as disclosed in Item 5(c) below because they believe the Shares represent an attractive investment opportunity. Item 5(a) is amended and supplemented by adding the following: See rows (11) and (13) of the cover pages to this Amendment for the aggregate number of Shares and percentage of the Shares beneficially owned by each of the Reporting Persons. The aggregate percentage of Shares reported beneficially owned by each of the Reporting Persons is based upon 45,787,777 Shares outstanding, as of March 31, 2026, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on April 29, 2026. The filing of this Amendment shall not be deemed an admission that any Reporting Person is, for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended, the beneficial owner of any securities of the Issuer that he or it does not directly own. Each of the Reporting Persons specifically disclaims beneficial ownership of the securities reported herein that he or it does not directly own. Item 5(b) is amended and supplemented by adding the following: See rows (7) through (10) of the cover pages to this Amendment for the number of Shares as to which each Reporting Person has the sole or shared power to vote or direct the vote and the sole or shared power to dispose or to direct the disposition. Item 5(c) is amended and supplemented by adding the following: Information concerning transactions in the Shares effected by the Reporting Persons during the past sixty (60) days or since the most recent amendment to this Schedule 13D, whichever is less, is set forth in Schedule 1 attached hereto and is incorporated herein by reference. Except as otherwise noted, all of the transactions in the Shares listed therein were effected in the open market through various brokerage entities. Item 5(d) is amended and supplemented by adding the following: No persons other than the Reporting Persons have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Shares reported in this Amendment. Item 6 is amended and supplemented by adding the following: Concurrently with the Share purchases disclosed in Item 5(c), Standard Latitude Master terminated early an additional portion of the Total Return Swaps, which terminated portion covered an aggregate of 490,000 Shares (representing 1.07% of the Shares of the Issuer) (the "Swap Early Terminations #2"). These Swap Early Terminations #2 have no effect on the number of shares beneficially owned by Standard Latitude Master. Following the Share purchases described in Item 5(c) above and the Swap Early Terminations #2 described herein, the Reporting Persons have economic exposure to the Issuer, when the remaining Total Return Swaps and beneficially owned Shares are combined, of approximately 9.89% of the Shares outstanding. Exhibit 99.1* - Joint Filing Agreement by and among the Reporting Persons, dated December 1, 2025. * Previously filed. Standard Investments LLC /s/ David S. Winter David S. Winter, Managing Member 05/11/2026 /s/ David J. Millstone David J. Millstone, Managing Member 05/11/2026 SI GP III LLC /s/ David S. Winter David S. Winter, Principal 05/11/2026 /s/ David J. Millstone David J. Millstone, Principal 05/11/2026 Standard Latitude Master Fund Ltd. /s/ David S. Winter David S. Winter, Director 05/11/2026 /s/ David J. Millstone David J. Millstone, Director 05/11/2026 Standard Latitude Fund LP /s/ David S. Winter David S. Winter, Principal of SI GP III LLC, its General Partner 05/11/2026 /s/ David J. Millstone David J. Millstone, Principal of SI GP III LLC, its General Partner 05/11/2026 David S. Winter /s/ David S. Winter David S. Winter, Individually 05/11/2026 David J. Millstone /s/ David J. Millstone David J. Millstone, Individually 05/11/2026