Sec Form 4/A Filing - Cornwall Stephen @ Perimeter Solutions, SA - 2021-11-09

Insider filing report for Changes in Beneficial Ownership
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FORM 4/A
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
Cornwall Stephen
2. Issuer Name and Ticker or Trading Symbol
Perimeter Solutions, SA [ PRM]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Commercial Officer
(Last) (First) (Middle)
C/O PERIMETER SOLUTIONS, SA, 12E RUE GUILLAUME KROLL
3. Date of Earliest Transaction (MM/DD/YY)
11/09/2021
(Street)
LUXEMBOURG, N4L-1882
4. If Amendment, Date Original Filed (MM/DD/YY)
11/10/2021
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 11/09/2021 P( 1 ) 42,087 A $ 10 42,087( 2 ) 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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Cornwall Stephen
C/O PERIMETER SOLUTIONS, SA
12E RUE GUILLAUME KROLL
LUXEMBOURG, N4L-1882
Chief Commercial Officer
Signatures
/s/ Noriko Yokozuka, as Attorney-in-Fact 11/23/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )In connection with the consummation of the transactions contemplated by that certain Business Combination Agreement, dated as of June 15, 2021, by and among EverArc, Perimeter Solutions, SA, SK Invictus Holdings S.a r.l., SK Invictus Intermediate S.a r.l., and EverArc (BVI) Merger Sub Limited (the "Business Combination"), the Reporting Person purchased 42,087 ordinary shares from the Issuer for $10.00 per share.
( 2 )On November 10, 2021, the Reporting Person timely filed a Form 4 which inadvertently reported that the Reporting Person received 4,400 ordinary shares of the Issuer in exchange for 4,400 ordinary shares of Everarc Holdings Limited in connection with the Business Combination. This transaction was reported in error and did not occur.

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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