Element Solutions Inc — Director's Dealing 2019

Feb 21, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Element Solutions Inc (ESI)
CIK: 0001590714
Period of Report: 2019-02-19

Reporting Person: Connolly John P. (Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-02-19	Common Stock, par value $0.01 per share	M	5149	—	Acquired	20286	Direct
2019-02-20	Common Stock, par value $0.01 per share	F	1707	$11.34	Disposed	18579	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-02-19	Restricted Stock Units	$0.0	M	5149	Disposed		Common Stock (5149.0)	Direct
2019-02-20	Performance Stock Units	$0.0	A	19107	Acquired		Common Stock (19107.0)	Direct
2019-02-20	Incentive Stock Option (Right to Buy)	$11.34	A	8818	Acquired		Common Stock (8818.0)	Direct
2019-02-20	Non-Qualified Stock Option (Right to Buy)	$11.34	A	12056	Acquired		Common Stock (12056.0)	Direct

Footnotes

F1: This transaction represents the settlement of 5,149 restricted stock units ("RSUs") previously reported on 2/21/2018 which vested on 2/19/2019. Each RSU represented a contingent right to receive one share of the Issuer's common stock.

F2: This number represents shares of the Issuer's common stock withheld to satisfy the tax withholding obligations due upon the vesting of the RSUs described in footnote 1 above.

F3: As previously reported on 2/21/2018, this RSU grant vests in 1/3 annual increments since 2/19/2018, subject to continuous service. Each RSU represents a contingent right to receive one share of the Issuer's common stock.

F4: Each performance restricted stock unit 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 12/31/2021. The number of shares reported in Column 7 will range from zero to 28,661 shares.

F5: 1/3 of each of these options will vest annually on February 20th over the next three years.