Element Solutions Inc — Director's Dealing 2019

Mar 19, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Element Solutions Inc (ESI)
CIK: 0001590714
Period of Report: 2019-03-15

Reporting Person: Gliklich Benjamin (Chief Executive Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-03-15	Common Stock, par value $0.01 per share	M	50159	—	Acquired	71920	Direct
2019-03-15	Common Stock, par value $0.01 per share	M	15723	—	Acquired	87643	Direct
2019-03-15	Common Stock, par value $0.01 per share	M	50000	—	Acquired	137643	Direct
2019-03-18	Common Stock, par value $0.01 per share	F	46132	$10.47	Disposed	91511	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-03-15	Performance Stock Units	$0.0	M	50159	Disposed		Common Stock (50159.0)	Direct
2019-03-15	Restricted Stock Units	$0.0	M	15723	Disposed		Common Stock (15723.0)	Direct
2019-03-15	Performance Stock Units	$0.0	M	50000	Disposed		Common Stock (50000.0)	Direct

Footnotes

F1: This transaction represents the settlement of performance restricted stock units ("PRSUs") previously reported on 3/25/16 which vested on 3/15/19 upon achievement by the Issuer of certain performance levels based on the Issuer's (i) return on invested capital, as measured from 1/1/16 to 12/31/18, and (ii) annual compound total shareholder return, as measured from 3/16/16 to 3/15/19. Each PRSU represented a contingent right to receive on average between one and 2.5 shares of the Issuer's common stock.

F2: This transaction represents the settlement of 15,723 restricted stock units ("RSUs") previously reported on 3/25/16 which vested on 3/15/19. Each RSU represented a contingent right to receive one share of the Issuer's common stock.

F3: This transaction represents the settlement of 50,000 PRSUs previously reported on 1/9/15 which vested on 3/15/19 upon achievement by the Issuer of a certain adjusted EBITDA target achieved for fiscal year 2018. The performance period applicable to this 6/12/14 grant was previously incorrectly reported due to a clerical error and is corrected herein. Each PRSU represented a contingent right to receive one share of the Issuer's common stock.

F4: This number represents the aggregate number of shares of the Issuer's common stock delivered solely to satisfy the tax withholding obligations due upon the vesting of the PRSUs and RSUs described above.