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Element Solutions Inc Proxy Solicitation & Information Statement 2020

Jun 5, 2020

30916_rns_2020-06-05_ffec54c3-fccb-4c8a-9cbb-51ea314c525f.zip

Proxy Solicitation & Information Statement

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DEFA14A 1 esi2020additionalproxymate.htm DEFA14A html PUBLIC "-//W3C//DTD HTML 4.01 Transitional//EN" "http://www.w3.org/TR/html4/loose.dtd" Document created using Wdesk Copyright 2020 Workiva Document

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No.___)

Filed by the Registrant ý

Filed by a Party other than the Registrant ¨

Check the appropriate box:

¨ Preliminary Proxy Statement
¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
¨ Definitive Proxy Statement
ý Definitive Additional Materials
¨ Soliciting Material under §240.14a-12
Element Solutions Inc
(Name of Registrant as Specified In Its Charter)
N/A
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

ý No fee required.

¨ Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.

(1) Title of each class of securities to which transaction applies:


(2) Aggregate number of securities to which transaction applies:


(3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):


(4) Proposed maximum aggregate value of transaction:


(5) Total fee paid:


¨ Fee paid previously with preliminary materials.

¨ Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

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(4) Date Filed:


ELEMENT SOLUTIONS INC

ADDITIONAL INFORMATION REGARDING THE 2020 ANNUAL MEETING OF STOCKHOLDERS

TO BE HELD ON JUNE 16, 2020

On June 5, 2020, Element Solutions Inc (the "Company") issued the following press release, which relates to the Notice of Annual Meeting of Stockholders and Proxy Statement filed by the Company with the Securities and Exchange Commission (the "SEC") on April 29, 2020 in connection with the solicitation of proxies by the Board of Directors of the Company for use at the Company’s 2020 annual meeting of stockholders (the "2020 Annual Meeting"). This supplement, relating to a change in location of the 2020 Annual Meeting, is being filed with the SEC as a definitive additional material and made available to the Company’s stockholders on or about June 5, 2020 through the means stipulated by the SEC’s guidance for conducting shareholder meetings last updated on April 7, 2020.

Except as indicated below, this press release does not revise or update any of the other information set forth in the Company's Proxy Statement, which continues to apply and should be considered by stockholders of record in voting their shares.

THIS PRESS RELEASE SHOULD BE READ

IN CONJUNCTION WITH THE COMPANY'S PROXY STATEMENT AND OTHER PROXY MATERIALS

Element Solutions Inc to Hold Virtual-Only Annual Meeting of Stockholders

MIAMI, Fla., June 5, 2020 – Element Solutions Inc (NYSE:ESI)("Element Solutions" or the "Company") announced today a change in the format of its 2020 annual meeting of stockholders (the "2020 Annual Meeting") from in-person to virtual-only due to the ongoing public-health concerns related to the coronavirus (COVID-19) pandemic. The date and time of the 2020 Annual Meeting (June 16, 2020 at 11:00 a.m. (Eastern Time)) remain unchanged.

As previously announced, stockholders of record as of the close of business on April 20, 2020, the record date, are entitled to attend and vote at the 2020 Annual Meeting. To attend and participate in the virtual meeting, stockholders will need to visit www.virtualshareholdermeeting.com/ESI2020 and enter the 16-digit control number found on the proxy card, voting instruction form or other notice previously received in connection with the meeting.

All stockholders are encouraged to continue to vote in advance of the 2020 Annual Meeting by Internet, telephone or mail, as detailed in the proxy materials for the meeting. The proxy card, voting instruction form or notice of internet availability that were previously distributed will not be updated to reflect this change in meeting format and may be used to vote shares in connection with the 2020 Annual Meeting. Stockholders who have already submitted their proxy do not need to take any further action.

A list of stockholders will be available during the meeting on the online platform referenced above and for 10 days prior to the meeting at the Company's corporate headquarters. To the extent office access is affected by the COVID-19 pandemic, stockholders may email the Company at [email protected] for alternative arrangements.

About Element Solutions Inc

Element Solutions Inc is a leading specialty chemicals company whose businesses formulate a broad range of solutions that enhance the performance of products people use every day. Developed in multi-step technological processes, our businesses’ innovative solutions enable customers' manufacturing processes in several key industries, including electronic circuitry, semiconductor, communication infrastructure, automotive systems, industrial surface finishing, consumer packaging and offshore energy. More information about the Company is available at www.elementsolutionsinc.com .

CONTACT:

Investor Relations Contact:

Yash Nehete

Senior Associate, Corporate Development & IR

Element Solutions Inc

1-561-406-8465

Media Contact:

Liz Cohen

Managing Director

Kekst CNC

1-212-521-4845