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Element Solutions Inc·4

Feb 12, 4:35 PM ET

Gliklich Benjamin 4

Research Summary

AI-generated summary

Updated

Element Solutions (ESI) CEO Benjamin Gliklich Exercises Awards, Sells Shares

What Happened

  • Benjamin Gliklich, CEO and director of Element Solutions (ESI), settled/exercised a mix of performance restricted stock units (PRSUs) and restricted stock units (RSUs) on Feb 10, 2026 that resulted in the issuance of 217,818 underlying shares (158,454 + 19,561 + 20,861 + 18,942). On Feb 11, 2026, 82,886 of those shares were withheld/surrendered to cover tax withholding at $31.97 per share, totaling about $2,649,866. In addition, Gliklich received new derivative awards (grants) totaling 226,464 units (150,977 and 75,487) on Feb 10, 2026.
  • These actions are settlements of previously granted PRSUs/RSUs and the issuance of new PRSU/RSU awards, not open-market purchases or discretionary sales.

Key Details

  • Transaction dates and prices:
    • Feb 10, 2026: settlement/conversion of PRSUs/RSUs into shares (gross 217,818 shares issued).
    • Feb 11, 2026: tax withholding/surrender of 82,886 shares at $31.97 per share, proceeds ≈ $2,649,866.
  • New derivative awards granted on Feb 10, 2026: 150,977 and 75,487 RSU/PRSU units (derivative awards).
  • Shares owned after the transactions: not specified in the provided filing details.
  • Footnotes / notable mechanics:
    • F1/F9: Some settled awards were PRSUs (performance-based), including a PRSU program where each unit can convert to up to 2 or up to 3 shares depending on the grant and performance; one PRSU program ranges 0–452,931 shares depending on performance to 12/31/2028.
    • F3/F5/F7/F10: Other settlements were scheduled RSU vesting tranches (1/3 vesting), with the new RSU grant vesting 1/3 per year over three years.
    • F2/F4/F6/F8: The share disposals were routine tax withholding (net settlement / share surrender) upon vesting.
  • Filing timeliness: Report filed 2026-02-12 for transactions on Feb 10–11, 2026 — appears timely (no late filing indicated).

Context

  • These filings reflect award settlements and routine tax-withholding, not an open-market sale or a discretionary insider sale — tax withholding via share surrender is common when awards vest (a form of cashless/net settlement).
  • For PRSUs, final share counts may vary based on future performance conditions; the new PRSU grants include performance metrics (adjusted EBITDA growth, adjusted EPS goals and a TSR modifier) that will determine final payout.