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Element Solutions Inc Director's Dealing 2019

Mar 12, 2019

30916_dirs_2019-03-12_8a654667-4262-4b95-a5f1-37682e2e4c17.zip

Director's Dealing

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SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: Element Solutions Inc (ESI)
CIK: 0001590714
Period of Report: 2019-03-12

Reporting Person: Dorman Carey J. (Chief Financial Officer)

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock, par value $0.01 per share 1909 Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Performance Stock Units $0.0 Common Stock (8819.0) Direct
Incentive Stock Options (Right to Buy) $11.34 Common Stock (8818.0) Direct
Non-Qualified Stock Options (Right to Buy) $11.34 Common Stock (816.0) Direct
Performance Stock Units $0.0 Common Stock (113637.0) Direct
Performance Stock Units $0.0 Common Stock (6504.0) Direct
Restricted Stock Units $0.0 Common Stock (2168.0) Direct
Performance Stock Units $0.0 Common Stock (5038.0) Direct
Restricted Stock Units $0.0 Common Stock (2481.0) Direct
Performance Stock Units $0.0 Common Stock (8428.0) Direct
Restricted Stock Units $0.0 Common Stock (4151.0) Direct

Footnotes

F1: Each of these performance restricted stock units ("PRSU"), granted on February 20, 2019, represents a contingent right to receive one share of common stock of the Issuer, subject to the achievement of certain adjusted EBITDA compound annual growth and adjusted earnings per share goals for the performance period ending December 31, 2021. The number of shares reported in Column 3 will range from zero to 13,229 shares.

F2: 1/3 of each of these options, granted on February 20, 2019, will vest annually on February 20th over the next three years.

F3: The vesting of these PRSUs, granted on March 12, 2019, is subject to the achievement by the Issuer of the performance target in any fiscal year ending on or before December 31, 2022. Each PRSU represents a contingent right to receive one share of the Issuer's common stock.

F4: Each of these PRSUs, granted on February 19, 2018, represents a contingent right to receive one share of the Issuer's common stock and will vest on February 19, 2021, subject to the achievement by the Issuer of certain adjusted EBITDA goals. The number of shares reported in column 3 will range from zero to a maximum number of 13,008 shares.

F5: Each of these restricted stock units ("RSU"), granted on February 19, 2018, represents a contingent right to receive one share of the Issuer's common stock. This initial grant of 3,253 RSUs vests in 1/3 annual increments, subject to continuous service.

F6: Each of these PRSUs, granted on February 21, 2017, represents a contingent right to receive one share of the Issuer's common stock and will vest upon the achievements of certain performance levels based on the Issuer's (i) return on invested capital ("ROIC"), as measured from January 1, 2017 to December 31, 2019, and (ii) annual compound total shareholder return ("TSR"), as measured from February 21, 2017 to February 20, 2020. The number of shares reported in column 3 may range from zero to a maximum number of 12,595 shares.

F7: Each of these RSUs, granted on February 21, 2017, represents a contingent right to receive one share of the Issuer's common stock and will vest on February 20, 2020, subject to continuous service.

F8: Each of these PRSUs, granted on March 16, 2016, represents a contingent right to receive one share of the Issuer's common stock and will vest on March 15, 2019 upon certification of the achievements of certain performance levels based on (i) ROIC, as measured from January 1, 2016 to December 31, 2018, and (ii) TSR, as measured from March 16, 2016 to March 15, 2019. The number of shares reported in column 7 may range from zero to a maximum number of 21,070 shares.

F9: Each of these RSUs, granted on March 16, 2016, represents a contingent right to receive one share of the Issuer's common stock and will vest on March 15, 2019, subject to continuous service.