Element Solutions Inc — Director's Dealing 2018

Dec 26, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Platform Specialty Products Corp (PAH)
CIK: 0001590714
Period of Report: 2018-12-21

Reporting Person: FRANKLIN MARTIN E (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-12-21	Common Stock, par value $0.01 per share	S	2419258	$9.91	Disposed	2419500	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, par value $0.01 per share	2437449	Indirect
Common Stock, par value $0.01 per share	10449987	Indirect
Common Stock, par value $0.01 per share	243110	Indirect

Footnotes

F1: On December 21, 2018, the reporting person sold the LP Interest (as defined in footnote 3 below) to MEF Holdings, LLLP ("MEF LLLP") for an installment note as further described in footnote 2 below. The reporting person is the indirect general partner and holder of all general partnership interests of MEF LLLP.

F2: The reported per share price was determined by applying the mean of the highest and lowest quoted selling prices of the shares on the date of the transaction. Such reported price per share and the principal amount of the installment note evidencing the purchase price of the LP Interest is subject to any and all valuation discounts applicable to the determination of the fair market value of the LP Interest for federal gift tax purposes as of the date of the transaction, to be determined pursuant to a third-party appraisal.

F3: Prior to the sale transaction reported herein, through one or more indirect transfers for estate planning purposes, all of which were exempt from Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act") pursuant to Rule 16a-13 promulgated thereunder, the reporting person transferred all of his interest in the shares previously reported as owned by the reporting person through his revocable trust which were then held by the revocable trust to a newly formed limited liability limited partnership, MEF Holdings II, LLLP ("MEF II LLLP"), of which the reporting person was, at the time of such transfers, the indirect general partner and holder of all general partnership interests of MEF II LLLP and the indirect sole limited partner and holder of all limited partnership interests of MEF II LLLP (such limited partnership interests being the "LP Interest").

F4: Following the sale transaction reported herein, the reporting person will continue to control the general partner of MEF II LLLP. As a result of the foregoing, the reporting person may be deemed to have beneficial ownership (as determined under Section 16 of the Exchange Act) of the shares held by MEF II LLLP, to the extent of his pecuniary interest therein.