Michael Goralski - Feb 15, 2022 Form 4 Insider Report for Element Solutions Inc (ESI)

Role
EVP, Head of Industrial & Specialty and Global Supply Chain
Signature
/s/ John E. Capps as Attorney-in-Fact for Michael Goralski
Stock symbol
ESI
Transactions as of
Feb 15, 2022
Transactions value $
-$2,106,519
Form type
4
Date filed
2/17/2022, 04:27 PM
Next filing
Feb 22, 2022

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 +182K +456.52% 222K Feb 15, 2022 Direct F1
transaction ESI Common Stock, par value $0.01 per share Tax liability -$1.96M -84.3K -38.01% $23.26 137K Feb 15, 2022 Direct F2
transaction ESI Common Stock, par value $0.01 per share Options Exercise +13.2K +9.63% 151K Feb 15, 2022 Direct F3
transaction ESI Common Stock, par value $0.01 per share Tax liability -$147K -6.31K -4.19% $23.26 144K Feb 15, 2022 Direct F4, F5

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 -182K -100% 0 Feb 15, 2022 Common Stock 182K $0.00 Direct F1
transaction ESI Performance Stock Units Options Exercise -8.82K -100% 0 Feb 15, 2022 Common Stock 13.2K $0.00 Direct F3
transaction ESI Performance Stock Units Award +15.1K 15.1K Feb 15, 2022 Common Stock 15.1K $0.00 Direct F6
transaction ESI Restricted Stock Units Award +7.56K 7.56K Feb 15, 2022 Common Stock 7.56K $0.00 Direct F7
* 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 2/20/2019 and previously reported. Each PRSU represented a contingent right to receive up to 1.5 shares 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 Includes 10 shares of the Issuer's common stock held by a minor child. The reporting person disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein.
F6 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 30,260.
F7 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.

Remarks:

EVP, Head of Industrial & Specialty and Global Supply Chain