{"filing":{"accession_number":"0001104659-26-080825","cik":"0001590714","ticker":"ESI","company_name":"Element Solutions Inc","form":"8-K","filing_date":"2026-07-06","report_date":null,"primary_document":"tm2619788d2_8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1590714/000110465926080825/tm2619788d2_8k.htm"},"events":[{"id":16253,"run_id":14504,"accession_number":"0001104659-26-080825","anchor_item_number":"1.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.99,"summary":"Element Solutions Inc entered into an Agreement and Plan of Merger with Solstice Advanced Materials Inc on July 6, 2026, whereby Element Solutions will merge with Solstice subsidiaries in a two-step transaction, with Element Solutions stockholders receiving 0.500 shares of Solstice Common Stock and $10.00 cash per share.","company_name":"Element Solutions Inc","ticker":"ESI","filing_date":"2026-07-06","form":"8-K","submitted_at":null,"items":[{"id":14299,"accession_number":"0001104659-26-080825","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.99,"reasoning":"Element Solutions Inc entered into an Agreement and Plan of Merger with Solstice Advanced Materials Inc on July 6, 2026, whereby Element Solutions will merge with Solstice subsidiaries in a two-step transaction, with Element Solutions stockholders receiving 0.500 shares of Solstice Common Stock and $10.00 cash per share. This is a material acquisition/change of control transaction requiring stockholder approval and Form S-4 registration, clearly falling under Item 1.01 M\u0026A activity.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-07T19:00:12.542311+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":16254,"run_id":14504,"accession_number":"0001104659-26-080825","anchor_item_number":"5.02","event_type":"exec_compensation","event_domain":"governance","is_material":true,"confidence":0.85,"summary":"Element Solutions memorialized a letter agreement with John E. Capps, former Executive Vice President, General Counsel and Secretary, confirming his continued entitlements under his Change in Control Agreement, including receipt of annual bonus and severance at levels to which he was entitled in connection with the proposed merger.","company_name":"Element Solutions Inc","ticker":"ESI","filing_date":"2026-07-06","form":"8-K","submitted_at":null,"items":[{"id":14300,"accession_number":"0001104659-26-080825","item_number":"5.02","item_title":"Departure of Directors or Certain","event_type":"exec_compensation","event_domain":"governance","is_material":true,"confidence":0.85,"reasoning":"The filing discloses a letter agreement with John E. Capps, Element Solutions' former Executive Vice President, General Counsel and Secretary, memorializing his \"continued entitlements under his Change in Control Agreement\" including \"receipt of an annual bonus and severance at levels to which he was entitled.\" This is a compensatory arrangement disclosure under Item 5.02(e), focused on severance and bonus entitlements in connection with a change of control transaction (the proposed merger with Solstice). While Capps has departed, the principal disclosed action is the memorialization of his compensation and severance rights, making this an exec_compensation event rather than exec_departure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-07T19:00:12.542311+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":14299,"accession_number":"0001104659-26-080825","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.99,"reasoning":"Element Solutions Inc entered into an Agreement and Plan of Merger with Solstice Advanced Materials Inc on July 6, 2026, whereby Element Solutions will merge with Solstice subsidiaries in a two-step transaction, with Element Solutions stockholders receiving 0.500 shares of Solstice Common Stock and $10.00 cash per share. This is a material acquisition/change of control transaction requiring stockholder approval and Form S-4 registration, clearly falling under Item 1.01 M\u0026A activity.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-07T19:00:12.542311+00:00","company_name":"Element Solutions Inc","ticker":"ESI","filing_date":"2026-07-06"},{"id":14300,"accession_number":"0001104659-26-080825","item_number":"5.02","item_title":"Departure of Directors or Certain","event_type":"exec_compensation","event_domain":"governance","is_material":true,"confidence":0.85,"reasoning":"The filing discloses a letter agreement with John E. Capps, Element Solutions' former Executive Vice President, General Counsel and Secretary, memorializing his \"continued entitlements under his Change in Control Agreement\" including \"receipt of an annual bonus and severance at levels to which he was entitled.\" This is a compensatory arrangement disclosure under Item 5.02(e), focused on severance and bonus entitlements in connection with a change of control transaction (the proposed merger with Solstice). While Capps has departed, the principal disclosed action is the memorialization of his compensation and severance rights, making this an exec_compensation event rather than exec_departure.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-07T19:00:12.542311+00:00","company_name":"Element Solutions Inc","ticker":"ESI","filing_date":"2026-07-06"}]}