4: Statement of changes in beneficial ownership of securities
Published on April 1, 2022
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT 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) |
(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 (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) (1) | $ 10.00 | 03/30/2022 | A | 17,500 | 11/08/2022 | 11/08/2031 | Ordinary Shares | 17,500.00 | $ 0 | 17,500 | D |
Reporting Owners
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Yokozuka Noriko C/O PERIMETER SOLUTIONS, SA 12E RUE GUILLAUME KROLL LUXEMBOURG, N4 L-1882 |
General Counsel |
Signatures
/s/ Noriko Yokozuka | 04/01/2022 | |
**Signature of Reporting Person | Date |
Explanation of Responses:
* | 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 November 8, 2021, the reporting person was granted an option to purchase 617,500 ordinary shares of the Issuer. 17,500 of the ordinary shares underlying the option will be eligible to vest based on: (i) the achievement of certain performance criteria for the fiscal year ended December 31, 2021; and (ii) the reporting person remaining in continuous service through the first anniversary of the grant date. The remaining 600,000 of the ordinary shares underlying the option will be eligible to vest in five equal annual installments based on the Issuer's satisfaction of certain performance criteria for each of the fiscal years ending December 31, 2022, 2023, 2024, 2025, and 2026. On March 30, 2022, the compensation committee certified that the Issuer had achieved the performance criteria for 2021. As a result, the 17,500 ordinary shares underlying the option are now eligible to vest based solely on the satisfaction of the continuous service requirement. |