SEC Form 4 · accession 0001590714-17-000066
Element Solutions Inc · ESI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ian G H Ashken
Director
Period of report
Apr 4, 2017
Accepted (ET)
Apr 4, 2017 · 4:33 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001590714
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.01 per shareF1 | Apr 4, 2017 | M | 11,325 | — | A | 11,325 | D | |
| Common Stock, par value $0.01 per shareF1 | Apr 4, 2017 | J | 11,325 | — | D | 0 | D | |
| Common Stock, par value $0.01 per shareF1,F2 | Apr 4, 2017 | J | 11,325 | — | A | 11,325 | I | By Trust |
| Common Stock, par value $0.01 per share | holding | — | — | — | 171,555 | I | By Tasburgh LLC | |
| Common Stock, par value $0.01 per share | holding | — | — | — | 1,182,937 | I | By Mariposa Acquisition, LLC |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1 | — | Apr 4, 2017 | M | 11,325 | D | — | — | Common Stock | 11,325 | 0 | D |
| Series A Preferred Stock, par value $0.01 per shareF3 | — | holding | — | — | — | — | — | Common Stock | 119,992 | 119,992 | I |
Explanation of responses
- F1This transaction represents the settlement of restricted stock units ("RSUs") previously reported which vested on 04/04/2017. Each RSU represented a contingent right to receive one share of the Issuer's common stock.
- F2The shares are held by a revocable trust. Mr. Ashken is the trustee of this trust and may be considered to have beneficial ownership of the trust's interests in the Issuer.
- F3Each share of Series A Preferred Stock is convertible at any time at the election of the holder, on a one-for-one basis, into shares of the Issuer's common stock for no additional consideration. The Series A Preferred Stock shall automatically convert into the Issuer's common stock upon the earlier to occur of (i) a change of control of the Issuer or (ii) December 31, 2020 (unless extended in accordance with the terms of the Series A Preferred Stock).