Element Solutions (ESI) CFO gets PRSU, RSU grants and covers taxes
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Element Solutions Inc executive Carey J. Dorman reported multiple equity award settlements and related share dispositions. On February 10, 2026, he acquired common shares through the settlement and conversion of performance stock units and restricted stock units previously granted in 2023, 2024 and 2025.
He also received new awards of 47,451 performance stock units and 23,724 restricted stock units, each with a right to receive common shares, with the performance stock units tied to financial and relative TSR goals through December 31, 2028. On February 11, 2026, he disposed of several blocks of common stock at $31.97 per share to cover tax withholdings upon vesting of these awards. Following these transactions, he directly owned 334,577 shares of Element Solutions Inc common stock.
Positive
- None.
Negative
- None.
Insider Trade Summary
50,573 shares exercised/converted
Mixed
14 txns
Insider
Dorman Carey J.
Role
Pdt Enterprise Ops and CFO
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Tax Withholding | Common Stock, par value $0.01 per share | 24,209 | $31.97 | $774K |
| Tax Withholding | Common Stock, par value $0.01 per share | 3,118 | $31.97 | $100K |
| Tax Withholding | Common Stock, par value $0.01 per share | 3,189 | $31.97 | $102K |
| Tax Withholding | Common Stock, par value $0.01 per share | 2,936 | $31.97 | $94K |
| Exercise | Performance Stock Units | 33,535 | $0.00 | -- |
| Exercise | Restricted Stock Units | 5,589 | $0.00 | -- |
| Exercise | Restricted Stock Units | 5,960 | $0.00 | -- |
| Exercise | Restricted Stock Units | 5,489 | $0.00 | -- |
| Grant/Award | Performance Stock Units | 47,451 | $0.00 | -- |
| Grant/Award | Restricted Stock Units | 23,724 | $0.00 | -- |
| Exercise | Common Stock, par value $0.01 per share | 45,273 | $0.00 | -- |
| Exercise | Common Stock, par value $0.01 per share | 5,589 | $0.00 | -- |
| Exercise | Common Stock, par value $0.01 per share | 5,960 | $0.00 | -- |
| Exercise | Common Stock, par value $0.01 per share | 5,489 | $0.00 | -- |
Holdings After Transaction:
Common Stock, par value $0.01 per share — 326,782 shares (Direct);
Performance Stock Units — 0 shares (Direct);
Restricted Stock Units — 0 shares (Direct)
Footnotes (1)
- Represents settlement of a performance restricted stock unit ("PRSU") award previously reported in 2023. Each PRSU represented a contingent right to receive up to two shares of the Issuer's common stock. Represents disposed shares to cover tax withholdings due upon vesting of the PRSUs described in footnote 1. Represents settlement of 1/3 of a restricted stock unit ("RSUs") award previously reported in 2023. Each RSU represented a contingent right to receive one share of the Issuer's common stock. Represents disposed shares to cover tax withholdings due upon vesting of the RSUs described in footnote 3. Represents settlement of 1/3 of a RSU award previously reported in 2024. Each RSU represented a contingent right to receive one share of the Issuer's common stock. Represents disposed shares to cover tax withholdings due upon vesting of the RSUs described in footnote 5. Represents settlement of 1/3 of a RSU award previously reported in 2025. Each RSU represented a contingent right to receive one share of the Issuer's common stock. Represents disposed shares to cover tax withholdings due upon vesting of the RSUs described in footnote 7. Each PRSU represents a contingent right to receive up to three shares of the Issuer's common stock, subject to the achievement of certain adjusted EBITDA compound annual growth and adjusted earnings per share goals for the performance period ending on December 31, 2028 and a relative total shareholder return (TSR) modifier based on the Issuer's TSR in comparison to its peer group for that same period. The number of shares reported in column 7 will range from zero to 142,353 shares. Each RSU represents a contingent right to receive one share of the Issuer's common stock. The grant will vest in 1/3 increments over the next three years.
FAQ
What did Carey J. Dorman report in this Element Solutions Inc (ESI) Form 4 filing?
Carey J. Dorman reported equity award settlements, new grants, and related tax-withholding share dispositions. He exercised performance and restricted stock units into common shares and then surrendered some shares to satisfy tax obligations tied to those vestings, all as part of his compensation program.
What new equity awards did Carey J. Dorman receive from Element Solutions Inc (ESI)?
He received 47,451 performance stock units and 23,724 restricted stock units. Each performance unit can deliver up to three common shares based on adjusted EBITDA, adjusted EPS and relative TSR through December 31, 2028, while each restricted stock unit equals one common share at vesting.
How are Carey J. Dorman’s new Element Solutions Inc (ESI) performance stock units structured?
Each performance stock unit represents a contingent right to receive up to three common shares. Payout depends on adjusted EBITDA compound annual growth, adjusted earnings per share, and a relative total shareholder return modifier over a performance period ending December 31, 2028, with potential outcomes from zero to 142,353 shares.
How do Carey J. Dorman’s new Element Solutions Inc (ESI) restricted stock units vest?
Each restricted stock unit equals one share of Element Solutions Inc common stock. According to the filing, the new grant of 23,724 restricted stock units will vest in one-third increments over the next three years, providing time-based equity compensation subject to continued service.