Carey J. Dorman - 15 Feb 2022 Form 4 Insider Report for Element Solutions Inc (ESI)

Role
EVP, CFO
Signature
/s/ John E. Capps as Attorney-in-Fact for Carey J. Dorman
Issuer symbol
ESI
Transactions as of
15 Feb 2022
Net transactions value
-$2,026,504
Form type
4
Filing time
17 Feb 2022, 16:25:08 UTC
Next filing
22 Feb 2022
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ESI Common Stock, par value $0.01 per share Options Exercise +68,182 +326% 89,072 15 Feb 2022 Direct F1
transaction ESI Common Stock, par value $0.01 per share Tax liability $624,066 -26,830 -30% $23.26 62,242 15 Feb 2022 Direct F2
transaction ESI Common Stock, par value $0.01 per share Options Exercise +113,637 +183% 175,879 15 Feb 2022 Direct F3
transaction ESI Common Stock, par value $0.01 per share Tax liability $1,040,117 -44,717 -25% $23.26 131,162 15 Feb 2022 Direct F4
transaction ESI Common Stock, par value $0.01 per share Options Exercise +13,229 +10% 144,391 15 Feb 2022 Direct F5
transaction ESI Common Stock, par value $0.01 per share Tax liability $124,627 -5,358 -3.7% $23.26 139,033 15 Feb 2022 Direct F6
transaction ESI Common Stock, par value $0.01 per share Options Exercise +25,968 +19% 165,001 15 Feb 2022 Direct F7
transaction ESI Common Stock, par value $0.01 per share Tax liability $237,694 -10,219 -6.2% $23.26 154,782 15 Feb 2022 Direct F8

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction ESI Performance Stock Units Options Exercise -68,182 -100% 0 15 Feb 2022 Common Stock 68,182 $0.000000 Direct F1
transaction ESI Performance Stock Units Options Exercise -113,637 -100% 0 15 Feb 2022 Common Stock 113,637 $0.000000 Direct F3
transaction ESI Performance Stock Units Options Exercise -8,819 -100% 0 15 Feb 2022 Common Stock 13,229 $0.000000 Direct F5
transaction ESI Performance Stock Units Options Exercise -17,312 -100% 0 15 Feb 2022 Common Stock 25,968 $0.000000 Direct F7
transaction ESI Performance Stock Units Award +320,000 320,000 15 Feb 2022 Common Stock 320,000 $0.000000 Direct F9
transaction ESI Performance Stock Units Award +21,497 21,497 15 Feb 2022 Common Stock 21,497 $0.000000 Direct F10
transaction ESI Restricted Stock Units Award +10,748 10,748 15 Feb 2022 Common Stock 10,748 $0.000000 Direct F11
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents settlement of a performance stock unit ("PRSU") award granted on 7/14/2020 and previously reported. Each PRSU represented a contingent right to receive one share of the Issuer's common stock.
F2 Represents shares withheld to satisfy the tax obligations due upon vesting of the PRSUs described in footnote 1 above.
F3 Represents settlement of a PRSU award granted on 3/12/2019 and previously reported. Each PRSU represented a contingent right to receive one share of the Issuer's common stock.
F4 Represents shares withheld to satisfy the tax obligations due upon vesting of the PRSUs described in footnote 3 above.
F5 Represents settlement of a PRSU award granted on 2/20/2019 and previously reported. Each PRSU represented a contingent right to receive up to 1.5 share of the Issuer's common stock.
F6 Represents shares withheld to satisfy the tax obligations due upon vesting of the PRSUs described in footnote 5 above.
F7 Represents settlement of a PRSU award granted on 3/15/2019 and previously reported. Each PRSU represented a contingent right to receive up to 1.5 share of the Issuer's common stock.
F8 Represents shares withheld to satisfy the tax obligations due upon vesting of the PRSUs described in footnote 7 above.
F9 The vesting of these PRSUs is subject to the achievement by the Issuer of a performance target of adjusted earnings per share of $2.72 per annum by December 31, 2026. The actual number of shares earned will be determined by applying a total shareholder return (TSR) multiplier based on the Issuer's TSR relative to the applicable benchmark index for the performance period. The TSR multiplier will range from 0.85 to 1.15.
F10 Each PRSU represents a contingent right to receive up to two shares of the Issuer's common stock, subject to the achievement of certain adjusted EBITDA compound annual growth and cash return on investment (CRI) goals for the performance period ending on December 31, 2024. The number of shares reported in Column 7 will range from zero to 42,994.
F11 Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock. The grant will vest in 1/3 increments over the next three years.