Perimeter Solutions (PRM) Form 4/A Perimeter Solutions / Robert S Henderson 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^*

Henderson Robert S

(Last) (First) (Middle)

C/O PERIMETER SOLUTIONS, SA

28 BOULEVARD RAIFFEISEN

(Street)

LUXEMBOURG N4 L-2411

(City) (State) (Zip)

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

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)
10/16/2024

4. If Amendment, Date of Original Filed (Month/Day/Year)
10/18/2024

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
Ordinary Shares	10/16/2024		M(1)		81,250	A	$12	406,250	D
Ordinary Shares	10/16/2024		D(2)		77,834	D	$12.53	328,416	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
Warrants (right to buy)	$12	10/16/2024		M			325,000	11/08/2021	11/11/2024	Ordinary Shares	81,250	$12.53	0	D

Explanation of Responses:

1. This amendment to the Form 4 filed on October 18, 2024 is being filed to reflect the number of Ordinary Shares withheld in connection with the cashless exercise of the warrants and to correct the codes for the transaction.

2. On October 16, 2024, the Reporting Person exercised 325,000 warrants to purchase 81,250 Ordinary Shares for $12.00 per share. The Reporting Person paid the exercise price on a cashless basis, resulting in the Issuer's withholding of 77,834 Ordinary Shares to pay the exercise price.

Remarks:

	/s/ Noriko Yokozuka, as Attorney-in-Fact	10/22/2024
	** 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).
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