PRM Insider Transaction: 254,000 Shares Distributed to CEO Haitham Khouri

Rhea-AI Filing Summary

Perimeter Solutions, Inc. (PRM) – Form 4 insider filing dated 06/24/2025

CEO and Director Haitham Khouri reported the acquisition of 254,000 shares of common stock on 06/20/2025. The transaction was coded J, signifying “Other” and explained as a pro-rata distribution from EverArc Founders, LLC to its members. No cash was paid (price = $0).

Following the distribution, Khouri’s direct holding increased to 503,833 shares. No derivative securities were involved in this filing, and there were no sales or option exercises disclosed.

Positive

• CEO ownership increases by 254,000 shares, taking direct holdings to 503,833 and enhancing managerial alignment with shareholders.

Negative

• Transaction was a zero-cost internal distribution, offering limited insight into the CEO’s market sentiment or willingness to invest personal capital.

Insights

Securities Analyst

TL;DR: CEO receives 254k PRM shares via internal distribution; ownership now 503.8k—signal neutral, not open-market buying.

The Form 4 reflects an internal reallocation rather than an active purchase, so it carries limited informational content about management’s valuation view. Still, Khouri’s post-transaction stake of 503,833 shares strengthens alignment between leadership and shareholders. Because no cash changed hands and the shares originated from EverArc Founders, the market is unlikely to react meaningfully. Overall impact: neutral.

Corporate Governance Expert

TL;DR: Pro-rata LLC distribution boosts CEO ownership; governance alignment modestly improved.

Distributions like this are routine when SPAC sponsors unwind holdings. The added stake raises Khouri’s voting power, potentially enhancing long-term incentive alignment. However, because it is not a discretionary market purchase, it provides minimal confidence signal. No red flags detected.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Khouri Haitham

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Other	Common Stock	254,000	$0.00	--

Holdings After Transaction: Common Stock — 503,833 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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

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).

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^*

Khouri Haitham

(Last) (First) (Middle)

C/O PERIMETER SOLUTIONS, INC.

8000 MARYLAND AVE., SUITE 350

(Street)

CLAYTON MO 63105

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Perimeter Solutions, Inc. [ PRM ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
06/20/2025

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	06/20/2025		J(1)		254,000	A	$0	503,833	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

Explanation of Responses:

1. Represents a pro rata distribution from EverArc Founders, LLC to its members.

Remarks:

	/s/ Noriko Yokozuka, as Attorney-in-Fact	06/24/2025
	** 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.
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.

FAQ

How many PRM shares did CEO Haitham Khouri acquire?

He received 254,000 common shares.

What was the transaction price for the shares?

The shares were acquired at $0 as part of a pro-rata distribution.

What is Haitham Khouri’s total direct ownership after the transaction?

His direct holdings increased to 503,833 PRM shares.

Why was the transaction coded "J" on the Form 4?

Code J denotes "Other"; the filing states it was a pro-rata distribution from EverArc Founders, LLC.

Did the filing disclose any derivative securities activity?

No; Table II shows no derivative transactions or holdings.