Carey J. Dorman - 10 Dec 2025 Form 4 Insider Report for Element Solutions Inc (ESI)

Role: Pdt Enterprise Ops and CFO
Signature: /s/ Caroline S. Lind as Attorney-in-Fact for Carey J. Dorman
Issuer symbol: ESI
Transactions as of: 10 Dec 2025
Net transactions value: -$3,660,418
Form type: 4
Filing time: 12 Dec 2025, 16:25:09 UTC
Previous filing: 19 Sep 2025
Next filing: 12 Feb 2026
SEC: View on sec.gov

Reporting Owners (1)

Name	Relationship	Address	Signature	Signature date	CIK
Dorman Carey J.	Pdt Enterprise Ops and CFO	C/O ELEMENT SOLUTIONS INC, 500 S POINTE DRIVE, SUITE 200, MIAMI BEACH	/s/ Caroline S. Lind as Attorney-in-Fact for Carey J. Dorman	12 Dec 2025	0001770349

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		+240,000	+112%		454,837	10 Dec 2025	Direct	F1
transaction	ESI	Common Stock, par value $0.01 per share	Tax liability	$3,660,418	-132,720	-29%	$27.58	322,117	10 Dec 2025	Direct	F2
transaction	ESI	Common Stock, par value $0.01 per share	Gift	$0	-16,399	-5.1%	$0.000000	305,718	10 Dec 2025	Direct	F3

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	Share Award	Options Exercise		-240,000	-100%		0	10 Dec 2025	Common Stock	240,000	$0.000000	Direct	F1

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Represents settlement of a share award granted and vested on 12/10/2025 as part of the Issuer's continued evaluation of its executive compensation program. Under the terms of the award, the net vested shares are subject to a lock-up agreement, effective 12/10/2025 (the "Lock-up Date"), with restrictions expiring ratably on the first, second and third anniversary of the Lock-up Date. On 12/10/2025, the reporting person's previously-reported executive stretch share grant of 320,000 performance restricted stock units was cancelled for no value.
F2	Represents shares withheld to satisfy the estimated tax obligations due upon vesting of the share award described in footnote 1.
F3	Reflects the gift to a charitable donor advised fund of shares of the Issuer's common stock that were beneficially owned by the reporting person prior to 12/10/2025.