Element Solutions (ESI) Proxy filing summary

Executive summary

• Annual meeting scheduled for May 4, 2026, with voting on director elections, executive compensation, and auditor ratification.

• 2025 marked a record year with strong operational results, double-digit organic growth in electronics, and key acquisitions completed.

• Forward-looking statements address growth targets, risk factors, and ongoing ESG initiatives.

Voting matters and shareholder proposals

• Shareholders will vote on electing seven directors for one-year terms, an advisory say-on-pay vote for 2025 executive compensation, and ratification of PricewaterhouseCoopers LLP as auditor for 2026.

• No shareholder proposals or nominations were submitted for this meeting.

Board of directors and corporate governance

• Board will reduce from eight to seven members after the meeting; 86% of nominees are independent.

• Sir Martin, Executive Chairman, will retire but continue as advisor; Ian G.H. Ashken expected to become independent Chairman.

• Board committees (Audit, Compensation, Nominating and Policies) are fully independent.

• Board diversity includes 29% women among nominees and a mix of tenures and backgrounds.

• Annual board and committee assessments, succession planning, and robust stockholder engagement are ongoing.