Sec Form 4 Filing - Maskara Alok @ LUXFER HOLDINGS PLC - 2022-06-06

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Maskara Alok
2. Issuer Name and Ticker or Trading Symbol
LUXFER HOLDINGS PLC [ LXFR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) X __ Other (specify below)
See Remarks
(Last) (First) (Middle)
LUXFER HOLDINGS PLC, LUMNS LANE
3. Date of Earliest Transaction (MM/DD/YY)
06/06/2022
(Street)
MANCHESTER, X0M27 8LN
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 06/06/2022 M 6,201 A 265,751 D
Ordinary Shares 06/06/2022 M 7,560 A 273,311 D
Ordinary Shares 06/06/2022 M 5,842 A 279,153 D
Ordinary Shares 06/06/2022 M 4,770 A 283,923 D
Ordinary Shares 06/06/2022 M 8,948 A 292,871 D
Ordinary Shares 06/06/2022 M 15,142 A 308,013 D
Ordinary Shares 06/06/2022 M 9,600 A 317,613 D
Ordinary Shares 06/06/2022 F 29,312 D $ 16.34 288,301 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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 ( 1 ) 06/06/2022 M 6,201 ( 2 ) ( 2 ) Ordinary Shares 6,201 ( 1 ) 12,000( 2 ) D
Restricted Stock Units ( 1 ) 06/06/2022 M 7,560 ( 3 ) ( 3 ) Ordinary Shares 7,560 ( 1 ) 22,500( 3 ) D
Restricted Stock Units ( 1 ) 06/06/2022 M 5,842 ( 4 ) ( 4 ) Ordinary Shares 5,842 ( 1 ) 0 D
Restricted Stock Units ( 1 ) 06/06/2022 M 4,770 ( 5 ) ( 5 ) Ordinary Shares 4,770 ( 1 ) 0 D
Restricted Stock Units ( 1 ) 06/06/2022 M 8,948 ( 6 ) ( 6 ) Ordinary Shares 8,948 ( 1 ) 8,350( 6 ) D
Restricted Stock Units ( 1 ) 06/06/2022 M 15,142 ( 7 ) ( 7 ) Ordinary Shares 15,142 ( 1 ) 0 D
Restricted Stock Units ( 1 ) 06/06/2022 M 9,600 ( 8 ) ( 8 ) Ordinary Shares 9,600 ( 1 ) 19,200( 8 ) D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Maskara Alok
LUXFER HOLDINGS PLC
LUMNS LANE
MANCHESTER, X0M27 8LN
See Remarks
Signatures
/s/ Megan E. Glise under Power of Attorney for Alok Maskara 06/08/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Restricted Stock Units convert 1 for 1, subject to a nominal payment of $1.00 per Ordinary Share.
( 2 )The remaining Restricted Stock Units would normally vest in three equal annual installments on March 15, 2023, 2024, and 2025. In accordance with the Reporting Person's employment contract and arrangements made with respect to the Reporting Person's termination of employment with the Issuer, the remaining Restricted Stock Units will be forfeited and lapse. The amount above includes 201 additional Restricted Stock Units accrued through June 6, 2022 related to dividend reinvestment rights.
( 3 )The Restricted Stock Units would normally vest in four equal annual installments beginning on March 14, 2023. In accordance with the Reporting Person's employment contract and arrangements made with respect to the Reporting Person's termination of employment with the Issuer, the remaining Restricted Stock Units will be forfeited and lapse. The amount above includes 60 Restricted Stock Units accrued through June 6, 2022 related to dividend reinvestment rights.
( 4 )The remaining Restricted Stock Units would normally vest on March 14, 2023. In accordance with the Reporting Person's employment contract and arrangements made with respect to the Reporting Person's termination of employment with the Issuer, the Restricted Stock Units are fully vested. The amount above includes 542 additional Restricted Stock Units accrued through June 6, 2022 related to dividend reinvestment rights.
( 5 )Represents the vesting of the remaining performance-based Restricted Stock Units (at 50% target) awarded on March 14, 2019. The performance-based Restricted Stock Units vested upon the achievement of relative Total Shareholder Return (TSR) goals for the three-year performance period ended December 31, 2021. The performance-based Restricted Stock Units would normally vest on March 14, 2023 but fully vested on June 6, 2022 in accordance with the Reporting Person's employment contract and arrangements made with respect to the Reporting Person's termination of employment with the Issuer.
( 6 )The remaining Restricted Stock Units would normally vest in two equal annual installments on March 14, 2023 and March 14, 2024. In accordance with the Reporting Person's employment contract and arrangements made with respect to the Reporting Person's termination of employment with the Issuer, the remaining Restricted Stock Units will be forfeited and lapse. The amount above includes 598 additional Restricted Stock Units accrued through June 6, 2022 related to dividend reinvestment rights.
( 7 )Represents the vesting of performance-based Restricted Stock Units awarded on March 13, 2020. The performance-based Restricted Stock Units vested upon the achievement of relative Total Shareholder Return (TSR) goals for the pro-rated performance period in accordance with the Reporting Person's employment contract and arrangements made with respect to the Reporting Person's termination of employment with the Issuer.
( 8 )Represents the vesting of performance-based Restricted Stock Units awarded on March 15, 2021. The performance-based Restricted Stock Units vested upon the achievement of an adjusted diluted EPS performance metric for the performance period ended December 31, 2021. The performance-based Restricted Stock Units normally vest in three equal annual installments beginning on March 14, 2023. The remaining performance-based Restricted Stock Units will be forfeited and lapse in accordance with the Reporting Person's employment contract and arrangements made with respect to the Reporting Person's termination of employment with the Issuer.

Remarks:
The Reporting Person left employment with the Issuer, effective May 5, 2022, and is no longer serving as the Chief Executive Officer and a Director of the Issuer. This Form 4 is being filed as a voluntary exit Form 4, indicating that the Reporting Person is no longer subject to Section 16 reporting with respect to the the Issuer unless otherwise required by the Securities Exchange Act of 1934, as amended.

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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