Sec Form 4 Filing - Dorman Carey J. @ Element Solutions Inc - 2022-02-15

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 Dorman Carey J. 2. Issuer Name and Ticker or Trading Symbol Element Solutions Inc [ ESI] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) EVP, CFO (Last) (First) (Middle) C/O ELEMENT SOLUTIONS INC, 500 EAST BROWARD BOULEVARD, SUITE 1860 3. Date of Earliest Transaction (MM/DD/YY) 02/15/2022 (Street) FORT LAUDERDALE, FL33394 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 Common Stock, par value $0.01 per share 02/15/2022 M 68,182 A 89,072 D Common Stock, par value $0.01 per share 02/15/2022 F 26,830( 2 ) D $ 23.26 62,242 D Common Stock, par value $0.01 per share 02/15/2022 M 113,637 A 175,879 D Common Stock, par value $0.01 per share 02/15/2022 F 44,717( 4 ) D $ 23.26 131,162 D Common Stock, par value $0.01 per share 02/15/2022 M 13,229 A 144,391 D Common Stock, par value $0.01 per share 02/15/2022 F 5,358( 6 ) D $ 23.26 139,033 D Common Stock, par value $0.01 per share 02/15/2022 M 25,968 A 165,001 D Common Stock, par value $0.01 per share 02/15/2022 F 10,219( 8 ) D $ 23.26 154,782 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 Performance Stock Units $ 0 02/15/2022 M 68,182 ( 1 ) ( 1 ) Common Stock 68,182 ( 1 ) 0 D Performance Stock Units $ 0 02/15/2022 M 113,637 ( 3 ) ( 3 ) Common Stock 113,637 ( 3 ) 0 D Performance Stock Units $ 0 02/15/2022 M 8,819 ( 5 ) ( 5 ) Common Stock 13,229( 5 ) ( 5 ) 0 D Performance Stock Units $ 0 02/15/2022 M 17,312 ( 7 ) ( 7 ) Common Stock 25,968( 7 ) ( 7 ) 0 D Performance Stock Units $ 0 02/15/2022 A 320,000 ( 9 ) ( 9 ) Common Stock 320,000( 9 ) ( 9 ) 320,000 D Performance Stock Units $ 0 02/15/2022 A 21,497 ( 10 ) ( 10 ) Common Stock 21,497( 10 ) ( 10 ) 21,497 D Restricted Stock Units $ 0 02/15/2022 A 10,748 ( 11 ) ( 11 ) Common Stock 10,748 ( 11 ) 10,748 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Dorman Carey J. C/O ELEMENT SOLUTIONS INC 500 EAST BROWARD BOULEVARD, SUITE 1860 FORT LAUDERDALE, FL33394 EVP, CFO Signatures /s/ John E. Capps as Attorney-in-Fact for Carey J. Dorman 02/17/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents settlement of a performance stock unit ("PRSU") award granted on 7/14/2020 and previously reported. Each PRSU represented a contingent right to receive one share of the Issuer's common stock. ( 2 )Represents shares withheld to satisfy the tax obligations due upon vesting of the PRSUs described in footnote 1 above. ( 3 )Represents settlement of a PRSU award granted on 3/12/2019 and previously reported. Each PRSU represented a contingent right to receive one share of the Issuer's common stock. ( 4 )Represents shares withheld to satisfy the tax obligations due upon vesting of the PRSUs described in footnote 3 above. ( 5 )Represents settlement of a PRSU award granted on 2/20/2019 and previously reported. Each PRSU represented a contingent right to receive up to 1.5 share of the Issuer's common stock. ( 6 )Represents shares withheld to satisfy the tax obligations due upon vesting of the PRSUs described in footnote 5 above. ( 7 )Represents settlement of a PRSU award granted on 3/15/2019 and previously reported. Each PRSU represented a contingent right to receive up to 1.5 share of the Issuer's common stock. ( 8 )Represents shares withheld to satisfy the tax obligations due upon vesting of the PRSUs described in footnote 7 above. ( 9 )The vesting of these PRSUs is subject to the achievement by the Issuer of a performance target of adjusted earnings per share of $2.72 per annum by December 31, 2026. The actual number of shares earned will be determined by applying a total shareholder return (TSR) multiplier based on the Issuer's TSR relative to the applicable benchmark index for the performance period. The TSR multiplier will range from 0.85 to 1.15. ( 10 )Each PRSU represents a contingent right to receive up to two shares of the Issuer's common stock, subject to the achievement of certain adjusted EBITDA compound annual growth and cash return on investment (CRI) goals for the performance period ending on December 31, 2024. The number of shares reported in Column 7 will range from zero to 42,994. ( 11 )Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock. The grant will vest in 1/3 increments over the next three years.

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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