INNOSPEC INC. — Director's Dealing 2011

Mar 9, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: INNOSPEC INC. (IOSP)
CIK: 0001054905
Period of Report: 2011-03-09

Reporting Person: BOON PHILIP JOHN (Exec VP, Business Operations)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-03-07	Common Stock	M	4116	—	Acquired	16122	Direct
2011-03-07	Common Stock	M	1051	$29.7487	Disposed	16122	Direct
2011-03-07	Common Stock	M	266	$29.7487	Disposed	16122	Direct
2011-03-07	Common Stock	M	90	$29.7487	Disposed	16122	Direct
2011-03-07	Common Stock	M	490	$29.7487	Disposed	16122	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-03-07	Stock Options	$0.00	M	4530	Disposed	2016-02-13	Common Stock (4530)	Direct
2011-03-07	Stock Options	$9.97	M	1700	Disposed	2016-02-13	Common Stock (1700)	Direct
2011-03-07	Stock Options	$20.23	M	1183	Disposed	2018-02-20	Common Stock (1183)	Direct
2011-03-07	Stock Options	$20.23	M	817	Disposed	2018-02-20	Common Stock (817)	Direct
2011-03-07	Stock Options	$0	M	4000	Disposed	2018-02-20	Common Stock (4000)	Direct

Footnotes

F1: Pursuant to Clause 12 of the Rules of the Innospec Inc Performance Related Stock Option Plan, a cash payment is being made to Philip Boon in lieu of the transfer of the remaining 414 shares to enable him to pay UK withholding tax obligations in respect of the exercise of options.

F2: Pursuant to Clause 16 of the Rules of the Innospec Inc Company Stock Option Plan, a cash payment is being made to Philip Boon in lieu of the transfer of the remaining 649 shares to enable him to pay the acquisition price and UK withholding tax obligations in respect of the exercise of options.

F3: Pursuant to Clause 16 of the Rules of the Innospec Inc Company Stock Option Plan, a cash payment is being made to Philip Boon in lieu of the transfer of the remaining 917 shares to enable him to pay teh acquisition price and UK withholding tax obligations in respect of the exercise of options.

F4: Pursuant to Clause 16 of the Rules of the Innospec Inc Company Stock Option Plan, a cash payment is being made to Philip Boon in lieu of the transfer of the remaining 727 shares to enable him to pay the acquisition price obligations in respect of the exercise of options.

F5: 25% vested = 1000

F6: Pursuant to Clause 12 of the Rules of the Innospec Inc Performance Related Stock Option Plan, a cash payment is being made to Philip Boon in lieu of the transfer of the remaining 510 shares to enable him to pay UK withholding tax obligations in respect of the exercise of options.