Element Solutions Inc — Director's Dealing 2020

Feb 27, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Element Solutions Inc (ESI)
CIK: 0001590714
Period of Report: 2020-02-25

Reporting Person: ASHKEN IAN G H (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-02-25	Common Stock, par value $0.01 per share	C	119992	—	Acquired	1302929	Indirect
2020-02-27	Common Stock, par value $0.01 per share	J	1302929	—	Disposed	0	Indirect
2020-02-27	Common Stock, par value $0.01 per share	J	1302929	—	Acquired	1302929	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-02-25	Series A Preferred Stock, par value $0.01 per share	$0.0	C	119992	Disposed		Common Stock (119992.0)	Indirect

Footnotes

F1: On 2/25/2020, all holders of the Issuer's Series A Preferred Stock, including Mariposa Acquisition, LLC, voluntarily converted (the "Conversion") their shares of Series A Preferred Stock into shares of the Issuer's common stock. Each share of Series A Preferred Stock was convertible at any time on or before 12/31/2020 at the election of the holder, on a one-for-one basis, for no additional consideration. This transaction is exempt from the provisions of Section 16(b) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), pursuant to Rule 16b-6(b).

F2: On 2/27/2020, Mariposa Acquisition, LLC distributed all of its shares of the Issuer's common stock held by it following the Conversion pro rata to its members based on each member's pecuniary interest (the "Distribution"), including 11.32% beneficially owned (for purposes of Section 16 under the Exchange Act) indirectly by Mr. Ashken through Tasburgh, LLC. This change in form of beneficial ownership is exempt from Section 16 of the Exchange Act pursuant to Rule 16a-13. THE PARTY RECEIVING THE DISTRIBUTION HAS NO CURRENT INTENTION TO SELL SHARES OF THE ISSUER.