Officer Gibbons Peter converted options into 3,260 units of Ordinary Shares and covered exercise/tax liability with 1,410 units of Ordinary Shares, increasing direct ownership by 10% to 20,144 units (SEC Form 4)
$LXFR
Major Chemicals
Industrials
| FORM 4 |
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 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
LUXFER HOLDINGS PLC [ LXFR ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 03/14/2025 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 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 | 03/14/2025 | M | 449 | A | (1) | 18,743 | D | |||
| Ordinary Shares | 03/14/2025 | F | 182 | D | $12.01 | 18,561 | D | |||
| Ordinary Shares | 03/15/2025 | M | 697 | A | (1) | 19,258 | D | |||
| Ordinary Shares | 03/15/2025 | F | 373 | D | $12.12 | 18,885 | D | |||
| Ordinary Shares | 03/15/2025 | M | 360 | A | (1) | 19,245 | D | |||
| Ordinary Shares | 03/15/2025 | F | 146 | D | $12.12 | 19,099 | D | |||
| Ordinary Shares | 03/15/2025 | M | 922 | A | (1) | 20,021 | D | |||
| Ordinary Shares | 03/15/2025 | F | 373 | D | $12.12 | 19,648 | D | |||
| Ordinary Shares | 03/18/2025 | M | 832 | A | (1) | 20,480 | D | |||
| Ordinary Shares | 03/18/2025 | F | 336 | D | $12.13 | 20,144 | D | |||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 Securities Underlying Derivative Security (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: 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 | ||||||||
| Restricted Stock Units | (1) | 03/14/2025 | M | 449 | (2) | (2) | Ordinary Shares | 449 | (1) | 454(3) | D | ||||
| Stock Options (Right to Buy) | (1) | 03/15/2025 | M | 697 | (4) | (4) | Ordinary Shares | 697 | (1) | 0 | D | ||||
| Restricted Stock Units | (1) | 03/15/2025 | A | 360 | (5) | (5) | Ordinary Shares | 360 | (1) | 360 | D | ||||
| Restricted Stock Units | (1) | 03/15/2025 | M | 360 | (5) | (5) | Ordinary Shares | 360 | (1) | 0 | D | ||||
| Restricted Stock Units | (1) | 03/15/2025 | A | 922 | (6) | (6) | Ordinary Shares | 922 | (1) | 922 | D | ||||
| Restricted Stock Units | (1) | 03/15/2025 | M | 922 | (6) | (6) | Ordinary Shares | 922 | (1) | 0 | D | ||||
| Restricted Stock Units | (1) | 03/17/2025 | A | 2,800 | (7) | (7) | Ordinary Shares | 2,800 | (1) | 2,800 | D | ||||
| Restricted Stock Units | (1) | 03/18/2025 | M | 832 | (8) | (8) | Ordinary Shares | 832 | (1) | 2,503(9) | D | ||||
| Explanation of Responses: |
| 1. Restricted Stock Units convert 1 for 1, subject to a nominal payment of $1.00 per Ordinary Share. |
| 2. Represents the partial vesting of time-based Restricted Stock Units awarded on March 14, 2022. The remaining Restricted Stock Units vest on March 14, 2026. The above figure includes 49 additional Restricted Stock Units accrued related to dividend reinvestment rights. |
| 3. The above figure includes 54 additional Restricted Stock Units accrued related to dividend reinvestment rights. |
| 4. Represents the partial vesting of time-based Restricted Stock Units awarded on March 15, 2021. The above figure includes 97 additional Restricted Stock Units accrued related to dividend reinvestment rights. |
| 5. Represents the grant and full vesting of performance-based Stock Options (at 25% target) awarded on March 14, 2022. 100% of the performance-based Stock Options vested on March 14, 2025 upon the achievement of Total Shareholder Return (TSR) goals for the three-year performance period ended December 31, 2024. |
| 6. Represents the grant and full vesting of performance-based Stock Options (at 96% target) awarded on March 14, 2022. 100% of the performance-based Stock Options vested on March 14, 2025 upon the achievement of Earnings Per Share (EPS) Growth goals for the three-year performance period ended December 31, 2024. |
| 7. Represents the award of 2,800 time-based Restricted Stock Units made on March 17, 2025. The Restricted Stock Units vest in four equal annual installments beginning on March 17, 2026. |
| 8. Represents the partial vesting of time-based Restricted Stock Units awarded on March 15, 2021. The above figure includes 32 additional Restricted Stock Units accrued related to dividend reinvestment rights. |
| 9. The above figure includes 103 additional Restricted Stock Units accrued related to dividend reinvestment rights. |
| Remarks: |
| /s/ Benjamin Coulson under Power of Attorney for Peter Gibbons | 03/20/2025 | |
| ** Signature of Reporting Person | Date | |
| 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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| 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 Number. | ||