03/02/2026 | Press release | Distributed by Public on 03/02/2026 16:30
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
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 (Month/Day/Year) |
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) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Stock Option (right to buy) | $11.8 | 02/26/2026 | A | 88,489(1) | 02/26/2026 | 02/12/2035 | Common Stock | 88,489 | $ 0 | 88,489 | D | ||||
| Stock Option (right to buy) | $5.23 | 02/26/2026 | A | 100,000(2) | 02/26/2026 | 02/14/2034 | Common Stock | 100,000 | $ 0 | 200,000 | D | ||||
| Stock Option (right to buy) | $8.26 | 02/26/2026 | A | 400,000(3) | 02/26/2026 | 03/08/2033 | Common Stock | 400,000 | $ 0 | 1,200,000 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Khouri Haitham C/O PERIMETER SOLUTIONS, INC. 8000 MARYLAND AVE., SUITE 350 CLAYTON, MO 63105 |
X | Chief Executive Officer | ||
| /s/ Noriko Yokozuka, as Attorney-in-Fact | 03/02/2026 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | On February 12, 2025, the reporting person was granted an option to purchase 500,000 shares of common stock. The option vests in five equal annual installments based on the Issuer's satisfaction of certain performance criteria for each of the fiscal years ending December 31, 2025, 2026, 2027, 2028 and 2029. The performance criteria for 2025 were partially met, resulting in the vesting of the option as to 88,489 shares of common stock. |
| (2) | On February 14, 2024, the reporting person was granted an option to purchase 500,000 shares of common stock. The option vests in five equal annual installments based on the Issuer's satisfaction of certain performance criteria for each of the fiscal years ending December 31, 2024, 2026, 2026, 2027 and 2028. The performance criteria for 2025 were met, resulting in the vesting of the option as to 100,000 shares of common stock. |
| (3) | On March 8, 2023, the reporting person was granted an option to purchase 2,000,000 shares of common stock. The option vests in five equal annual installments based on the Issuer's satisfaction of certain performance criteria for each of the fiscal years ending December 31, 2023, 2024, 2025, 2026 and 2027. The performance criteria for 2025 were met, resulting in the vesting of the option as to 400,000 shares of common stock. |