Element Solutions CEO converts options and sells shares to cover taxes at $26.56 avg

Rhea-AI Filing Summary

Benjamin Gliklich, President and CEO and a director of Element Solutions Inc (ESI), reported option exercises and related share transactions dated 09/18/2025. He exercised four tranches of stock options totaling 180,123 underlying shares at strike prices of $12.25, $13.30, $11.34 and $7.95. To cover exercise costs and taxes, 117,637 shares were sold at a weighted average price of $26.56. After these transactions the reporting person beneficially owned 864,521 shares. The filing states all options were fully vested and exercisable.

Positive

• Reporting person retains material stake: beneficial ownership of 864,521 shares after the transactions.
• Options were fully vested: all exercised options were stated as fully vested and exercisable, indicating executed compensation rights.

Negative

• Shares sold to cover costs: 117,637 shares were sold at a weighted average price of $26.56 to cover exercise prices and taxes.
• Net change in beneficial ownership visible: the filing shows multiple exercises and a sale that altered reported holdings, though directionality must be read from the provided counts.

Insights

Corporate Governance Expert

TL;DR: A senior insider exercised vested options and sold shares to cover taxes, leaving substantial continuing ownership.

This Form 4 documents routine executive equity compensation activity rather than a discretionary open-market sale for cash needs or diversification. The exercises converted options into shares and a portion was sold to satisfy exercise prices and tax obligations, which is common under option exercise practices. The reporting person remains materially invested with 864,521 beneficial shares, supporting alignment with shareholders. No indications of unusual timing or accelerated disposals are present in the filing.

Securities Analyst

TL;DR: Multiple option exercises created 180,123 shares; 117,637 were sold at a weighted average of $26.56.

The transaction mix shows conversion of stock options into common shares across four exercise prices, increasing outstanding insider-held shares prior to the sale activity. The weighted average sale price is disclosed and the filing notes the sale covered exercise costs and taxes. Because the filing reports exercises and a sale to cover obligations, rather than a large voluntary liquidation, the disclosure appears to be non-material to capital structure absent further context on total float or company valuation.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Gliklich Benjamin

(Last) (First) (Middle)

C/O ELEMENT SOLUTIONS INC

500 S POINTE DRIVE, SUITE 200

(Street)

MIAMI BEACH FL 33139

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Element Solutions Inc [ ESI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
09/18/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, par value $0.01 per share	09/18/2025		M		74,564	A	$12.25	875,599	D
Common Stock, par value $0.01 per share	09/18/2025		M		21,695	A	$13.3	897,294	D
Common Stock, par value $0.01 per share	09/18/2025		M		64,227	A	$11.34	961,521	D
Common Stock, par value $0.01 per share	09/18/2025		M		20,637	A	$7.95	982,158	D
Common Stock, par value $0.01 per share	09/18/2025		S		117,637(1)	D	$26.56(2)	864,521	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Buy)	$12.25	09/18/2025		M			74,564	(3)	02/19/2030	Common Stock	74,564	$0	0	D
Stock Option (Right to Buy)	$13.3	09/18/2025		M			21,695	(3)	02/21/2027	Common Stock	21,695	$0	0	D
Stock Option (Right to Buy)	$11.34	09/18/2025		M			64,227	(3)	02/20/2029	Common Stock	64,227	$0	0	D
Stock Option (Right to Buy)	$7.95	09/18/2025		M			20,637	(3)	03/17/2026	Common Stock	20,637	$0	0	D

Explanation of Responses:

1. Represents shares sold to cover the applicable option exercise prices and taxes.

2. This price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $26.37 to $26.83, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

3. All stock options were fully vested and exercisable.

Remarks:

	/s/ John E. Capps as Attorney-in-Fact for Benjamin Gliklich	09/19/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

How many shares did Benjamin Gliklich acquire on 09/18/2025 for ESI?

He exercised options converting to 180,123 common shares across four tranches on 09/18/2025.

How many ESI shares were sold and at what price to cover taxes or exercise costs?

117,637 shares were sold at a weighted average price of $26.56 to cover applicable option exercise prices and taxes.

What is Benjamin Gliklich's beneficial ownership of ESI after these transactions?

Following the transactions he beneficially owned 864,521 shares as reported in the Form 4.

Were the exercised options vested when converted into shares?

Yes. The filing states that all stock options were fully vested and exercisable at the time of exercise.

Who signed the Form 4 on behalf of Benjamin Gliklich?

The Form 4 is signed by John E. Capps as Attorney-in-Fact for Benjamin Gliklich.