Amendment to Terms and Conditions of Employment (US), dated April 29, 2020, between Venator Americas LLC, Venator Materials UK Limited and Kurt D. Ogden

Employer’s name and address: VENATOR AMERICAS LLC (the “Company”)

This amendment (the “Amendment”), with effect from 29 April 2020 (the “Effective Date”), modifies that certain agreement between you and the Company dated 10 December 2018 (the “Agreement”), regarding the details of your terms and conditions of employment with the Company, as follows:

“12.1 The Company will provide you with retirement benefits in accordance with the Venator 401(k) Plan and the Venator Executive Elective Deferral Plan (the “EDP”) as applicable to employees credited with your years of continuous service. Beginning January 1, 2021, the Company will discontinue permitting you to make deferred compensation contributions under the EDP and will cease making matching and nondiscretionary contributions under the EDP, and will instead pay, in lieu of EDP matching and nondiscretionary contributions on and after such date, cash payments to you no less frequently than quarterly in amounts based on (i) the matching (without regard to your EDP deferral contributions no longer permitted) and nondiscretionary percentages applied to you by the Company prior to such date and (ii) your Compensation (as defined in the EDP) for the applicable period.”