Element Solutions Inc
For the period ended Dec 31, 2023. Filed Feb 21, 2024.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2023 · Filed Feb 21, 2024
ESI$32.75-0.6%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Item 15. Exhibits, Financial Statement Schedules
(A) Exhibits
| ExhibitNb. | Exhibit Description | Form | File Nb. | ExhibitNb. | Filing Date |
|---|---|---|---|---|---|
| 3.1(a) | Certificate of Incorporation, dated January 22, 2014 | S-4 POS | 333-192778 | 3.1 | 1/24/2014 |
| 3.1(b) | Certificate of Amendment of Certificate of Incorporation, dated June 12, 2014 | 8-K | 001-36272 | 3.1 | 6/13/2014 |
| 3.1(c) | Certificate of Amendment of Certificate of Incorporation, dated January 31, 2019 | 8-K | 001-36272 | 3.1 | 2/5/2019 |
| 3.2 | Amended and Restated By-laws | 8-K | 001-36272 | 3.2 | 2/5/2019 |
| 4.1 | Specimen Common Stock certificate | 8-K | 001-36272 | 4.1 | 2/5/2019 |
| 4.2 | Description of Common Stock | 10-K | 001-36272 | 4.2 | 2/23/2022 |
| 4.3 | Indenture, dated as of August 18, 2020, among the Company, the guarantors named therein and the Trustee | 8-K | 001-36272 | 4.1 | 8/18/2020 |
| 4.4 | Form of 3.875% senior notes due 2028 (Exhibit A) | 8-K | 001-36272 | A to 4.01 | 8/18/2020 |
| 10.1** | Credit Agreement, dated as of January 31, 2019, by and among, inter alios, the Company, MacDermid, Incorporated, the subsidiaries of the Company from time to time parties thereto, the lenders from time to time parties thereto, and Barclays Bank PLC, as administrative agent | 8-K | 001-36272 | 10.1 | 2/5/2019 |
| 10.2** | Amendment No.1 to Credit Agreement, dated November 26, 2019, among, inter alios, the Company, MacDermid, Incorporated, the subsidiaries of the Company from time to time parties thereto, the lenders from time to time parties thereto, and Barclays Bank PLC, as administrative agent | 8-K | 001-36272 | 10.1 | 12/3/2019 |
| 10.3** | Amendment No. 3 to Credit Agreement, dated September 1, 2021, among, inter alios, the Company, MacDermid, Incorporated, the subsidiaries of the Company from time to time parties thereto, the lenders from time to time parties thereto, and Barclays Bank PLC, as administrative and collateral agent | 8-K | 001-36272 | 10.1 | 9/1/2021 |
| 10.4** | Amendment No.4 to Credit Agreement, dated December 17, 2021, among, inter alios, the Company, MacDermid, Incorporated, the subsidiaries of the Company from time to time parties thereto, the lenders from time to time parties thereto, and Barclays Bank PLC, as administrative and collateral agent | 10-K | 001-36272 | 10.4 | 2/23/2022 |
| ExhibitNb. | Exhibit Description | Form | File Nb. | ExhibitNb. | Filing Date |
|---|---|---|---|---|---|
| 10.5** | Amendment No.6 and Joinder to Credit Agreement, dated November 15, 2022, among, inter alios, the Company, MacDermid, Incorporated, the subsidiaries of the Company from time to time parties thereto, the lenders from time to time parties thereto, and Citibank, N.A., as administrative and collateral agent | 8-K | 001-36272 | 10.1 | 11/15/2022 |
| 10.6** | Amendment No. 7 to Credit Agreement, dated June 1, 2023, among, inter alios, the Company, MacDermid, Incorporated, the subsidiaries of the Company from time to time parties thereto, the lenders from time to time parties thereto, and Citibank, N.A, as administrative and collateral agent | 8-K | 001-36272 | 10.1 | 6/5/2023 |
| 10.7** | Amendment No.8 to Credit Agreement, dated December 18, 2023, among, inter alios, the Company, MacDermid, the subsidiaries of the Company from time to time parties thereto, the lenders from time to time parties thereto, and Citibank, N.A., as administrative and collateral agent. | 8-K | 001-36272 | 10.1 | 12/22/2023 |
| 10.8** | Pledge and Security Agreement, dated as of January 31, 2019, among the Company, MacDermid Incorporated, and the subsidiaries of the Company from time to time parties thereto in favor of Barclays Bank PLC, as collateral agent | 8-K | 001-36272 | 10.2 | 2/5/2019 |
| 10.9† | Element Solutions Inc Amended and Restated 2013 Incentive Compensation Plan | 10-Q | 001-36272 | 10.2 | 8/2/2019 |
| 10.10† | Element Solutions Inc 2014 Employee Stock Purchase Plan | 10-Q | 001-36272 | 10.3 | 8/2/2019 |
| 10.11† | Element Solutions Inc 2024 Employee Stock Purchase Plan, approved by the Company's stockholders on June 6, 2023 and effective March 1, 2024 | DEF14A | 001-36272 | Appendix A | 4/21/2023 |
| 10.12† | Form of Restricted Stock Unit Agreement (2021) – Element Solutions Inc Amended and Restated 2013 Incentive Compensation Plan | 10-K | 001-36272 | 10.7 | 2/25/2021 |
| 10.13† | Form of Performance-Based Restricted Stock Unit Award Agreement (2021) – Element Solutions Inc Amended and Restated 2013 Incentive Compensation Plan | 10-K | 001-36272 | 10.9 | 2/25/2021 |
| 10.14† | Form of Non-Qualified Stock Option Agreement – Element Solutions Inc Amended and Restated 2013 Incentive Compensation Plan | 8-K | 001-36272 | 10.3 | 3/25/2016 |
| 10.15† | Form of Incentive Stock Option Agreement – Element Solutions Inc Amended and Restated 2013 Incentive Compensation Plan | 10-K | 001-36272 | 10.23 | 2/28/2019 |
| 10.16† | Form of Director and Officer Indemnification Agreement | S-4/A | 333-192778 | 10.12 | 1/2/2014 |
| 10.17† | Form of Change in Control Agreement | 10-K | 001-36272 | 10.2 | 2/23/2022 |
| ExhibitNb. · Exhibit Description · Form · File Nb. · ExhibitNb. · Filing Date | ||||||
|---|---|---|---|---|---|---|
| 10.18 | Advisory Services Agreement, dated October 31, 2013, by and between Element Solutions Inc (f/k/a Platform Specialty Products Corporation) and Mariposa Capital, LLC | S-4/A | 333-192778 | 10.15 | 1/2/2014 | |
| 10.19 | Letter Agreement, dated December 20, 2023, by and between the Company and Michael Goralski | X | ||||
| 14.1 | Code of Ethics for Senior Financial Officers | 10-K | 001-36272 | 14.1 | 2/28/2019 | |
| 21.1 | List of Subsidiaries | X | ||||
| 23.1 | Consent of PricewaterhouseCoopers LLP | X | ||||
| 24.1 | Power of Attorney | X | ||||
| 31.1 | Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | X | ||||
| 31.2 | Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | X | ||||
| 32.1* | Certification pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | X | ||||
| 97.1 | Element Solutions Inc Executive Officer Clawback Policy | X | ||||
| 101.SCH* | Inline XBRL Taxonomy Extension Schema Document | X | ||||
| 101.CAL* | Inline XBRL Extension Calculation Linkbase Document | X | ||||
| 101.DEF* | Inline XBRL Taxonomy Extension Definition Linkbase Document | X | ||||
| 101.LAB* | Inline XBRL Taxonomy Extension Label Linkbase Document | X | ||||
| 101.PRE* | Inline XBRL Taxonomy Extension Presentation Linkbase Document | X | ||||
| 101.INS* | Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL documents | X | ||||
| 104* | Cover Page Interactive Data File (formatted as Inline XBRL and included in Exhibit 101) | X | ||||
| * | Furnished herewith. |
|---|---|
| ** | Certain schedules and exhibits have been omitted pursuant to Item 601(b)(2) of Regulation S-K. A copy of any omitted schedule or exhibit will be furnished supplementally to the SEC upon request. |
| † | Management contract or compensatory plan or arrangement. |
(B) Financial Statement Schedule
Schedule II — Valuation and Qualifying Accounts and Reserves
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