Megan E. Glise - 08 Nov 2024 Form 4 Insider Report for LUXFER HOLDINGS PLC (LXFR)

Role
General Counsel & Secretary
Signature
/s/ Benjamin Coulson under Power of Attorney for Megan E. Glise
Issuer symbol
LXFR
Transactions as of
08 Nov 2024
Net transactions value
-$25,652
Form type
4
Filing time
12 Nov 2024, 07:35:47 UTC
Previous filing
21 Mar 2024
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction LXFR Ordinary Shares Options Exercise +691 +12% 6,277 08 Nov 2024 Direct F1
transaction LXFR Ordinary Shares Options Exercise +447 +7.1% 6,724 08 Nov 2024 Direct F1
transaction LXFR Ordinary Shares Options Exercise +475 +7.1% 7,199 08 Nov 2024 Direct F1
transaction LXFR Ordinary Shares Options Exercise +846 +12% 8,045 08 Nov 2024 Direct F1
transaction LXFR Ordinary Shares Options Exercise +922 +11% 8,967 08 Nov 2024 Direct F1
transaction LXFR Ordinary Shares Options Exercise +180 +2% 9,147 08 Nov 2024 Direct F1
transaction LXFR Ordinary Shares Tax liability $25,652 -1,751 -19% $14.65 7,396 08 Nov 2024 Direct

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 LXFR Restricted Stock Units Options Exercise -691 -100% 0 08 Nov 2024 Ordinary Shares 691 Direct F1, F2
transaction LXFR Restricted Stock Units Options Exercise -447 -50% 448 08 Nov 2024 Ordinary Shares 447 Direct F1, F3
transaction LXFR Restricted Stock Units Options Exercise -475 -33% 952 08 Nov 2024 Ordinary Shares 475 Direct F1, F4
transaction LXFR Restricted Stock Units Options Exercise -846 -25% 2,541 08 Nov 2024 Ordinary Shares 846 Direct F1, F5
transaction LXFR Restricted Stock Units Options Exercise -922 -100% 0 08 Nov 2024 Ordinary Shares 922 Direct F1, F6
transaction LXFR Restricted Stock Units Options Exercise -180 -50% 180 08 Nov 2024 Ordinary Shares 180 Direct F1, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Megan E. Glise is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Restricted Stock Units convert 1 for 1, subject to a nominal payment of $1.00 per Ordinary Share.
F2 Represents the partial, accelerated vesting of time-based Restricted Stock Units awarded on March 15, 2021. The Restricted Stock Units would normally vest on March 15, 2025. The above figure includes 91 additional Restricted Stock Units accrued through November 8, 2024 related to dividend reinvestment rights.
F3 Represents the partial, accelerated vesting of time-based Restricted Stock Units awarded on March 14, 2022. The Restricted Stock Units would normally vest on March 14, 2025. In accordance with the terms of an Executive Severance and Change in Control Agreement entered into by the Reporting Person and the Issuer and arrangements made with respect to the Reporting Person's termination of employment with the Issuer (together, the "Agreement"), the remaining Restricted Stock Units will be forfeited and lapse. The above figure includes 47 additional Restricted Stock Units accrued through November 8, 2024 related to dividend reinvestment rights.
F4 Represents the partial, accelerated vesting of time-based Restricted Stock Units awarded on March 20, 2023. The Restricted Stock Units would normally vest on March 20, 2025. In accordance with the terms of the Agreement, the remaining Restricted Stock Units will be forfeited and lapse. The above figure includes 26 additional Restricted Stock Units accrued through November 8, 2024 related to dividend reinvestment rights.
F5 Represents the partial, accelerated vesting of time-based Restricted Stock Units awarded on March 18, 2024. The Restricted Stock Units would normally vest on March 18, 2025. In accordance with the terms of the Agreement, the remaining Restricted Stock Units will be forfeited and lapse. The above figure includes 49 additional Restricted Stock Units accrued through November 8, 2024 related to dividend reinvestment rights.
F6 Represents the accelerated grant and vesting of performance-based Restricted Stock Units (at 96% target, representing performance and a prorated number of Restricted Stock Units based on the number of days elapsed in the performance period) awarded on March 14, 2022. The performance-based Restricted Stock Units would normally be granted and vest on March 14, 2025 upon the achievement of an adjusted diluted EPS growth performance measure for the performance period ending December 31, 2024.
F7 Represents the accelerated grant and partial vesting of performance-based Restricted Stock Units (at 25% target, representing performance and a prorated number of Restricted Stock Units based on the number of days elapsed in the performance period) awarded on March 14, 2022. The performance-based Restricted Stock Units would normally be granted and vest in two equal annual instalments on March 14, 2025 and March 14, 2026 upon the achievement of a Total Shareholder Return (TSR) performance measure for the performance period ending December 31, 2024. In accordance with the terms of the Agreement, the remaining performance-based Restricted Stock Units will be forfeited and lapse.

Remarks:

The Reporting Person voluntarily resigned from employment with the Issuer, effective November 1, 2024, and is no longer serving as General Counsel and Company Secretary. This Form 4 is being filed in conjunction with the vesting of derivative securities in accordance with the terms of an Executive Severance and Change in Control Agreement entered into by the Reporting Person and the Issuer and arrangements made with respect to the Reporting Person's termination of employment with the Issuer. This Form 4 is being filed as a voluntary exit Form 4, indicating that the Reporting Person is no longer subject to Section 16 reporting with respect to the the Issuer unless otherwise required by the Securities Exchange Act of 1934, as amended.