Benson Scot Form 4 Element Solutions / Scot Benson ownership change

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^*

Benson Scot

(Last) (First) (Middle)

C/O ELEMENT SOLUTIONS INC

500 EAST BROWARD BOULEVARD, SUITE 1860

(Street)

FORT LAUDERDALE FL 33394

(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
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
07/14/2020

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	07/14/2020		M		7,316	A	(1)	227,761	D
Common Stock, par value $0.01 per share	07/14/2020		F		2,879(2)	D	$11.05	224,882	D
Common Stock, par value $0.01 per share	07/14/2020		M		43,904	A	(3)	268,786	D
Common Stock, par value $0.01 per share	07/14/2020		F		17,277(4)	D	$11.05	251,509	D
Common Stock, par value $0.01 per share	07/14/2020		M		58,789	A	(5)	310,298	D
Common Stock, par value $0.01 per share	07/14/2020		F		23,134(6)	D	$11.05	287,164	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
Restricted Stock Units	$0.0	07/14/2020		M			7,316(1)	(7)	(7)	Common Stock	7,316	(7)	0	D
Performance Stock Units	$0.0	07/14/2020		M			43,904(3)	(7)	(7)	Common Stock	43,904	(7)	0	D
Performance Stock Units	$0.0	07/14/2020		M			58,789(5)	(7)	(7)	Common Stock	58,789	(7)	0	D

Explanation of Responses:

1. Vesting of 7,316 restricted stock units ("RSUs"), representing the outstanding portion of the original grant previously reported on 2/21/2018.

2. This number represents shares of the Issuer's common stock withheld by the Issuer to satisfy the tax withholding obligations due upon the vesting of the RSUs described in footnote 1 above.

3. Vesting of 43,904 performance restricted stock units ("PRSUs") previously reported on 2/21/2018.

4. This number represents shares of the Issuer's common stock withheld by the Issuer to satisfy the tax withholding obligations due upon the vesting of the PRSUs described in footnote 3 above.

5. Vesting of 58,789 PRSUs previously reported on 2/21/2019.

6. This number represents shares of the Issuer's common stock withheld by the Issuer to satisfy the tax withholding obligations due upon the vesting of the PRSUs described in footnote 5 above.

7. These grants were previously reported on 2/21/2018 and 2/21/2019.

Remarks:

	/s/ John E. Capps as Attorney-in-Fact for Scot R. Benson	07/16/2020
	** 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).
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