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Luxfer Holdings (LXFR) officer gains 18,310 shares after RSU and performance awards vest

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Luxfer Holdings officer Mead Howard Ioan reported a series of equity compensation events involving restricted stock units that vested and were exercised into Ordinary Shares. On March 17–18, 2026, he exercised a total of 14,695 restricted stock units into shares, including time-based awards and performance-based awards.

Footnotes state that certain units represented 25% vesting tranches from grants made in March 2024 and March 2025, with remaining tranches scheduled through 2029, and that performance-based units vested at 221% and 125% of target after achieving EPS growth and relative total shareholder return goals for the period ended December 31, 2025. The company withheld 6,357 Ordinary Shares at prices around $11.80–$11.82 per share to cover tax obligations, and Howard Ioan now directly holds 18,310 Ordinary Shares.

Positive

  • None.

Negative

  • None.

Insights

Routine RSU vesting and tax withholding with performance targets met.

Luxfer Holdings granted and vested several restricted stock unit awards for officer Mead Howard Ioan, then converted them into Ordinary Shares. These include both time-based tranches and performance-based awards tied to earnings per share and relative total shareholder return goals.

Performance-based RSUs vested at 221% and 125% of target after meeting EPS growth and TSR goals for the period ended December 31, 2025, indicating the company hit those internal performance hurdles. Shares were issued at a nominal $1.00 per Ordinary Share, consistent with the 1-for-1 RSU conversion described in the footnotes.

The filing also shows tax-withholding dispositions totaling 6,357 Ordinary Shares at about $11.80 per share, which are not open-market sales but shares withheld to satisfy tax liabilities on vesting. After these transactions, Howard Ioan directly holds 18,310 Ordinary Shares. Overall, this appears to be routine compensation and tax settlement activity rather than a discretionary market trade.

Insider MEAD HOWARD IOAN
Role See Remarks
Type Security Shares Price Value
Exercise Restricted Stock Units 954 $0.00 --
Grant/Award Restricted Stock Units 7,001 $0.00 --
Exercise Restricted Stock Units 7,001 $0.00 --
Grant/Award Restricted Stock Units 5,940 $0.00 --
Exercise Restricted Stock Units 5,940 $0.00 --
Exercise Ordinary Shares 954 $0.00 --
Tax Withholding Ordinary Shares 413 $11.82 $5K
Exercise Ordinary Shares 7,001 $0.00 --
Tax Withholding Ordinary Shares 3,028 $11.82 $36K
Exercise Ordinary Shares 5,940 $0.00 --
Tax Withholding Ordinary Shares 2,569 $11.82 $30K
Exercise Restricted Stock Units 800 $0.00 --
Exercise Ordinary Shares 800 $0.00 --
Tax Withholding Ordinary Shares 347 $11.80 $4K
Holdings After Transaction: Restricted Stock Units — 1,912 shares (Direct); Ordinary Shares — 11,379 shares (Direct)
Footnotes (1)
  1. 1 for 1, subject to a nominal payment of $1.00 per Ordinary Share. Represents 25% of the Restricted Stock Units granted on March 17, 2025. The remaining Restricted Stock Units will vest in three equal tranches on March 17, 2027, 2028 and 2029. Represents 25% of the Restricted Stock Units granted on March 18, 2024. The remaining Restricted Stock Units will vest in two equal tranches on March 18, 2027 and 2028. Represents the grant of performance-based Restricted Stock Units (at 221% target) awarded on March 18, 2024. 100% of the performance-based Restricted Stock Units were granted and vested on March 18, 2026 upon the achievement of EPS growth goals for the performance period ended December 31, 2025. Represents the 100% vesting of performance-based Restricted Stock Units (at 221% target) awarded on March 18, 2024. 100% of the performance-based Restricted Stock Units were granted and vested on March 18, 2026 upon the achievement of EPS growth goals for the performance period ended December 31, 2025. Represents the grant of performance-based Restricted Stock Units (at 125% target) awarded on March 18, 2024. 100% of the performance-based Restricted Stock Units were granted and vested on March 18, 2026 upon the achievement of relative total shareholder return (TSR) goals for the performance period ended December 31, 2025. Represents the 100% exercise of performance-based Restricted Stock Units (at 125% target) awarded on March 18, 2024. 100% of the performance-based Restricted Stock Units were granted and vested on March 18, 2026 upon the achievement of relative total shareholder return (TSR) goals for the performance period ended December 31, 2025.
SEC Form 4
FORM 4UNITED 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
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
X
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
MEAD HOWARD IOAN

(Last)(First)(Middle)
LUXFER HOLDINGS PLC, LUMNS LANE

(Street)
MANCHESTERM27 8LN

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
LUXFER HOLDINGS PLC [ LXFR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
See Remarks
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/17/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Ordinary Shares03/17/2026M800A(1)10,772D
Ordinary Shares03/17/2026F347D$11.810,425D
Ordinary Shares03/18/2026M954A(1)11,379D
Ordinary Shares03/18/2026F413D$11.8210,966D
Ordinary Shares03/18/2026M7,001A(1)17,967D
Ordinary Shares03/18/2026F3,028D$11.8214,939D
Ordinary Shares03/18/2026M5,940A(1)20,879D
Ordinary Shares03/18/2026F2,569D$11.8218,310D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(1)03/17/2026M800 (2) (2)Ordinary Shares800(1)2,408D
Restricted Stock Units(1)03/18/2026M954 (3) (3)Ordinary Shares954(1)1,912D
Restricted Stock Units(1)03/18/2026A7,00103/18/2026(4) (4)Ordinary Shares7,001(1)7,001D
Restricted Stock Units(1)03/18/2026M7,00103/18/2026(5) (5)Ordinary Shares7,001(1)0D
Restricted Stock Units(1)03/18/2026A5,94003/18/2026(6) (6)Ordinary Shares5,940(1)5,940D
Restricted Stock Units(1)03/18/2026M5,94003/18/2026(7) (7)Ordinary Shares5,940(1)0D
Explanation of Responses:
1. 1 for 1, subject to a nominal payment of $1.00 per Ordinary Share.
2. Represents 25% of the Restricted Stock Units granted on March 17, 2025. The remaining Restricted Stock Units will vest in three equal tranches on March 17, 2027, 2028 and 2029.
3. Represents 25% of the Restricted Stock Units granted on March 18, 2024. The remaining Restricted Stock Units will vest in two equal tranches on March 18, 2027 and 2028.
4. Represents the grant of performance-based Restricted Stock Units (at 221% target) awarded on March 18, 2024. 100% of the performance-based Restricted Stock Units were granted and vested on March 18, 2026 upon the achievement of EPS growth goals for the performance period ended December 31, 2025.
5. Represents the 100% vesting of performance-based Restricted Stock Units (at 221% target) awarded on March 18, 2024. 100% of the performance-based Restricted Stock Units were granted and vested on March 18, 2026 upon the achievement of EPS growth goals for the performance period ended December 31, 2025.
6. Represents the grant of performance-based Restricted Stock Units (at 125% target) awarded on March 18, 2024. 100% of the performance-based Restricted Stock Units were granted and vested on March 18, 2026 upon the achievement of relative total shareholder return (TSR) goals for the performance period ended December 31, 2025.
7. Represents the 100% exercise of performance-based Restricted Stock Units (at 125% target) awarded on March 18, 2024. 100% of the performance-based Restricted Stock Units were granted and vested on March 18, 2026 upon the achievement of relative total shareholder return (TSR) goals for the performance period ended December 31, 2025.
Remarks:
/s/ Benjamin Coulson under Power of Attorney for Howard I. Mead03/19/2026
** Signature of Reporting PersonDate
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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did Luxfer Holdings (LXFR) insider Mead Howard Ioan report in this Form 4?

He reported RSU vesting, exercises, and related tax withholding. Several restricted stock unit awards vested and were converted into Ordinary Shares, and a portion of those shares was withheld to cover tax obligations, resulting in updated direct share ownership.

How many Luxfer Holdings Ordinary Shares does Mead Howard Ioan now hold directly?

He now directly holds 18,310 Ordinary Shares. This figure reflects RSU exercises into Ordinary Shares on March 17–18, 2026, offset by shares withheld at vesting to satisfy tax liabilities, as disclosed in the non-derivative transaction entries.

Were the Luxfer (LXFR) insider transactions open-market buys or sells?

No, they were equity compensation events, not market trades. The Form 4 shows RSU grants and exercises (code M and A) and tax-withholding dispositions (code F). Shares withheld under code F pay taxes on vesting, rather than representing discretionary open-market sales.

What performance goals triggered Luxfer’s performance-based RSU vesting for Mead Howard Ioan?

EPS growth and relative TSR goals drove vesting. Footnotes state performance-based RSUs vested at 221% and 125% of target after achieving earnings per share growth goals and relative total shareholder return goals for the performance period ended December 31, 2025.

How many Luxfer Holdings RSUs did Mead Howard Ioan exercise in these transactions?

He exercised 14,695 restricted stock units into Ordinary Shares. This total comes from multiple derivative exercises coded M, including both time-based vesting tranches and fully vested performance-based RSU awards granted in March 2024 and March 2025.

What was the purpose of the share dispositions reported under code F for Luxfer (LXFR)?

The F-code dispositions covered tax obligations on vesting. A total of 6,357 Ordinary Shares were withheld at prices around $11.80–$11.82 per share to pay exercise price or tax liabilities, rather than being sold in the open market.