Sec Form 4 Filing - Schneberger Thomas @ Livent Corp. - 2019-03-01

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 Schneberger Thomas 2. Issuer Name and Ticker or Trading Symbol Livent Corp. [ LTHM] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Vice President and COO (Last) (First) (Middle) C/O LIVENT CORPORATION, 2929 WALNUT STREET 3. Date of Earliest Transaction (MM/DD/YY) 03/01/2019 (Street) PHILADELPHIA, PA19104 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 03/01/2019 A 38,300 ( 1 ) ( 2 ) A 71,683 ( 3 ) 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 Stock Option (Right to Buy) $ 8.29 03/01/2019 A 41,389 ( 4 ) 02/27/2020 02/27/2027 Common Stock 41,389 ( 4 ) 41,389 D Stock Option (Right to Buy) $ 12.26 03/01/2019 A 25,253 ( 4 ) 02/15/2021 02/15/2028 Common Stock 25,253 ( 4 ) 25,253 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Schneberger Thomas C/O LIVENT CORPORATION 2929 WALNUT STREET PHILADELPHIA, PA19104 Vice President and COO Signatures /s/ Sara Ponessa, as Attorney-in-Fact 03/05/2019 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents the grant of restricted stock units ("Livent RSUs") with respect to shares of common stock of Livent Corporation ("Livent"), par value $0.001 per share ("Livent Common Stock"), upon the conversion of restricted stock units with respect to shares of common stock of FMC Corporation ("FMC"), par value $0.10 per share ("FMC Common Stock"), held by the Reporting Person as of March 1, 2019, in accordance with the terms of the Amended and Restated Employee Matters Agreement, dated as of February 4, 2019, by and between Livent and FMC ("EMA") and the anti-dilution adjustment provisions under the FMC Incentive Compensation and Stock Plan ("FMC Plan"), in connection with the prorata spinoff distribution ("Distribution") by FMC of all of its shares of Livent Common Stock to the holders of record of FMC Common Stock on February 25, 2019 ("Record Date"). ( 2 )The Livent RSUs were granted pursuant to the Livent Corporation Incentive Compensation and Stock Plan ("Livent Plan") in a manner intended to preserve the aggregate intrinsic value of the awards, and are generally subject to the same terms and conditions (including vesting and payment schedules) as applicable to the corresponding FMC restricted stock units. ( 3 )Reflects shares of Livent Common Stock received in connection with the Distribution in respect of the shares of FMC Common Stock held as of the Record Date. ( 4 )Represents the grant of stock options to purchase Livent Common Stock ("Livent Options") upon the conversion of stock options to purchase FMC Common Stock ("FMC Options"), in accordance with the terms of the EMA and the anti-dilution adjustment provisions under the FMC Plan, in connection with the Distribution. The Livent Options were granted pursuant to the Livent Plan in a manner intended to preserve the aggregate intrinsic value of the awards, and are generally subject to the same terms and conditions (including vesting, exercise and expiration schedules) as applicable to the corresponding FMC Options.

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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