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WindAcre-linked fund trims Perimeter Solutions (PRM) stake with 5,705,979-share sale

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Perimeter Solutions, Inc.’s largest shareholder group reported sizable open-market sales of its ordinary shares. The WindAcre Partnership Master Fund, LP, whose holdings may be deemed indirectly beneficially owned by The WindAcre Partnership LLC and related entities, sold a total of 5,705,979 ordinary shares of Perimeter Solutions in open-market transactions between June 26 and June 30, 2026, at prices ranging from $33.00 to $36.25 per share. Following these sales, the reporting group continues to hold 16,148,621 ordinary shares directly.

Positive

  • None.

Negative

  • A major shareholder group associated with The WindAcre Partnership Master Fund, LP executed open-market sales of 5,705,979 Perimeter Solutions ordinary shares, representing a sizeable reduction in its stake, even though it continues to hold 16,148,621 shares.

Insights

Large shareholder executes multi-day open-market sale but retains a significant position.

The reporting group associated with The WindAcre Partnership Master Fund, LP executed open-market sales totaling 5,705,979 Perimeter Solutions ordinary shares between June 26 and June 30, 2026. Sale prices ranged from $33.00 to $36.25 per share, indicating active trimming of the position rather than mechanical events like option exercises.

Form 4 data show that after these transactions, the group still directly holds 16,148,621 ordinary shares, so it remains a major shareholder. All transactions are coded as open-market sales (code S), with no derivative exercises or tax-withholding entries, suggesting discretionary selling rather than compensation-driven activity. The overall impact depends on how this reduced but still large stake fits into broader ownership dynamics and future disclosures.

Insider WINDACRE PARTNERSHIP LLC
Role null
Sold 5,705,979 shs ($195.61M)
Type Security Shares Price Value
Sale Ordinary shares 1,875,000 $33.90 $63.56M
Sale Ordinary shares 437,500 $33.00 $14.44M
Sale Ordinary shares 378,600 $36.22 $13.71M
Sale Ordinary shares 150,000 $34.98 $5.25M
Sale Ordinary shares 2,296,400 $34.40 $79.00M
Sale Ordinary shares 20,000 $36.25 $725K
Sale Ordinary shares 548,479 $34.51 $18.93M
Holdings After Transaction: Ordinary shares — 16,148,621 shares (Direct, null)
Footnotes (1)
  1. [object Object]
Total shares sold 5,705,979 shares Aggregate open-market sales June 26–30, 2026
Lowest sale price $33.00 per share Open-market sale on June 29, 2026
Highest sale price $36.25 per share Open-market sale on June 26, 2026
Shares held after transactions 16,148,621 shares Direct holdings following latest sale
Single largest trade size 2,296,400 shares Open-market sale at $34.4000 on June 26, 2026
Total sale count 7 transactions Non-derivative open-market sales reported in Form 4
open-market sale financial
"transaction_action: "open-market sale" for each ordinary share transaction"
An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.
Ordinary shares financial
"security_title: "Ordinary shares" for all reported transactions"
Ordinary shares are a type of ownership stake in a company, giving shareholders a right to participate in the company’s profits and decision-making through voting. They are similar to owning a piece of a business, and their value can rise or fall based on the company's performance. Investors buy ordinary shares to potentially earn dividends and benefit from the company's growth over time.
ten percent owner financial
"is_ten_percent_owner: 1 for WINDACRE PARTNERSHIP LLC"
beneficially owned financial
"securities may be deemed to be indirectly beneficially owned by The WindAcre Partnership LLC and others"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
investment adviser financial
"The WindAcre Partnership LLC, the investment adviser to the Master Fund"
An investment adviser is a person or firm that professionally manages money and gives recommendations about buying, selling, or holding investments. Like a financial coach or guide, they have a legal duty to act in a client's best financial interest, so their advice, fees and potential conflicts can directly affect returns and risk — making their role important for investors who want informed, accountable help with portfolios.
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Form 4 Insider Transactions: What Each Field Means →
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
X
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*
WINDACRE PARTNERSHIP LLC
(Last)(First)(Middle)
2200 POST OAK BOULEVARD
SUITE 1580
(Street)
HOUSTON TEXAS 77056
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Perimeter Solutions, Inc. [ PRM ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/26/2026		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 shares06/26/2026S378,600D$36.2221,476,000D(1)
Ordinary shares06/26/2026S150,000D$34.9821,326,000D(1)
Ordinary shares06/26/2026S2,296,400D$34.419,029,600D(1)
Ordinary shares06/26/2026S20,000D$36.2519,009,600D(1)
Ordinary shares06/26/2026S548,479D$34.5118,461,121D(1)
Ordinary shares06/29/2026S437,500D$3318,023,621D(1)
Ordinary shares06/30/2026S1,875,000D$33.916,148,621D(1)
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
Explanation of Responses:
1. The securities are owned directly by The WindAcre Partnership Master Fund, LP and may be deemed to be indirectly beneficially owned by (i) The WindAcre Partnership LLC, the investment adviser to the Master Fund, (ii) The WindAcre General Partner LP and The WAPGP LLC, the general partners of the Master Fund, and (iii) Snehal Amin, the managing member of The WindAcre Partnership LLC and The WAPGP LLC.
Remarks:
The following persons are intended to be included as Reporting Persons on this Form 4 filing, but were unable to be included at the time of filing due to an administrative issue: (i) WindAcre Partnership Master Fund, LP, (ii) WindAcre General Partner LP, (iii) WAPGP LLC and (iv) Snehal Amin. This Form 4 filing will be updated to add the aforementioned Reporting Persons as soon as the administrative issue is resolved. Each Reporting Person disclaims beneficial ownership in the securities reported on this Form 4 except to the extent of its or his pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
WindAcre Partnership LLC, By: /s/ Amin Snehal06/30/2026
** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did WindAcre report in Perimeter Solutions (PRM)?

An investment group associated with The WindAcre Partnership Master Fund, LP reported selling 5,705,979 ordinary shares of Perimeter Solutions in open-market transactions, according to a Form 4, while remaining a major shareholder after the sales.

Over what period did WindAcre sell Perimeter Solutions (PRM) shares?

The reported open-market sales occurred between June 26 and June 30, 2026. Multiple transactions across these dates together reduced the group’s holdings but left it still owning 16,148,621 ordinary shares after the final sale.

How many Perimeter Solutions (PRM) shares does the WindAcre group hold after the sales?

After completing the reported transactions, the group continues to directly hold 16,148,621 ordinary shares of Perimeter Solutions. This indicates a reduced but still substantial investment position in the company following the multi-day selling activity.

Who is identified as directly owning the Perimeter Solutions (PRM) shares in the Form 4?

The Form 4 states that the securities are owned directly by The WindAcre Partnership Master Fund, LP. The WindAcre Partnership LLC and related entities may be deemed to indirectly beneficially own these shares through advisory and general partner roles.