LUXFER HOLDINGS PLC·4

Mar 19, 9:39 AM ET

Butcher Andrew 4

4 · LUXFER HOLDINGS PLC · Filed Mar 19, 2026

Research Summary

AI-generated summary of this filing

Updated

LUXFER CEO Andrew Butcher Exercises Awards, Sells Shares for Taxes

What Happened
Andrew Butcher, CEO of LUXFER HOLDINGS PLC (LXFR), had performance- and time-based restricted stock units (RSUs/PSUs) vest on March 17–18, 2026 and those awards were converted into ordinary shares. He received a total of 188,551 shares from the conversions and sold 105,706 shares to satisfy tax withholding, at prices of $11.80–$11.82 per share, yielding $1,249,330 in cash. The transactions are recorded as exercises/conversions (code M), awards/grants (code A), and tax-withholding disposals (code F).

Key Details

  • Transaction dates: March 17–18, 2026; Form 4 filed March 19, 2026 (timely).
  • Shares received (vested/converted): 188,551 shares (sum of 10,252; 89,823; 76,208; 12,268).
  • Shares sold for tax withholding: 105,706 shares (5,749; 50,356; 42,723; 6,878) at $11.80–$11.82, total proceeds $1,249,330.
  • Net shares retained after withholding: ~82,845 shares (188,551 received − 105,706 sold).
  • Notable footnotes:
    • $1 nominal payment per share in connection with certain conversions (1-for-1, F1).
    • Some shares represent 25% vesting of RSUs granted March 17, 2025 (F2) and March 18, 2024 time-based RSUs (F7).
    • Several grants were performance-based PSUs (awarded March 18, 2024) that vested 100% on March 18, 2026 after achievement of EPS growth and relative TSR goals (F3–F6).
  • Filing timeliness: Form filed March 19, 2026 — appears timely (no late filing flag).
  • Shares owned after the transactions: not specified in the provided filing details.

Context
These transactions reflect vesting and conversion of RSUs/PSUs with a portion of shares sold to cover tax obligations (routine tax-withholding/cashless settlement), rather than open-market purchases or discretionary sales. Such withholding sales are common after awards vest and do not by themselves indicate a buying or selling signal about the CEO’s view of the company.

Insider Transaction Report

Form 4
Period: 2026-03-17
Butcher Andrew
DirectorChief Executive Officer
Transactions
  • Exercise/Conversion

    Ordinary Shares

    [F1]
    2026-03-17+10,252173,616 total
  • Tax Payment

    Ordinary Shares

    2026-03-17$11.80/sh5,749$67,838167,867 total
  • Exercise/Conversion

    Ordinary Shares

    [F1]
    2026-03-18+89,823257,690 total
  • Tax Payment

    Ordinary Shares

    2026-03-18$11.82/sh50,356$595,208207,334 total
  • Exercise/Conversion

    Ordinary Shares

    [F1]
    2026-03-18+76,208283,542 total
  • Tax Payment

    Ordinary Shares

    2026-03-18$11.82/sh42,723$504,986240,819 total
  • Exercise/Conversion

    Ordinary Shares

    [F1]
    2026-03-18+12,268253,087 total
  • Tax Payment

    Ordinary Shares

    2026-03-18$11.82/sh6,878$81,298246,209 total
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F2]
    2026-03-1710,25230,763 total
    Ordinary Shares (10,252 underlying)
  • Award

    Restricted Stock Units

    [F1][F3]
    2026-03-18+89,82389,823 total
    From: 2026-03-18Ordinary Shares (89,823 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F4]
    2026-03-1889,8230 total
    From: 2026-03-18Ordinary Shares (89,823 underlying)
  • Award

    Restricted Stock Units

    [F1][F5]
    2026-03-18+76,20876,208 total
    From: 2026-03-18Ordinary Shares (76,208 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F6]
    2026-03-1876,2080 total
    From: 2026-03-18Ordinary Shares (76,208 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F7]
    2026-03-1812,26824,540 total
    Ordinary Shares (12,268 underlying)
Footnotes (7)
  • [F1]1 for 1, subject to a nominal payment of $1.00 per Ordinary Share.
  • [F2]Represents 25% of the Restricted Stock Units granted on March 17, 2025. The remaining Restricted Stock Units will vest in three equal tranches on March 17, 2027, 2028 and 2029.
  • [F3]Represents the grant of performance-based Restricted Stock Units (at 221% target) awarded on March 18, 2024. 100% of the performance-based Restricted Stock Units were granted and vested on March 18, 2026 upon the achievement of EPS growth goals for the performance period ended December 31, 2025.
  • [F4]Represents the 100% vesting of performance-based Restricted Stock Units (at 221% target) awarded on March 18, 2024. 100% of the performance-based Restricted Stock Units were granted and vested on March 18, 2026 upon the achievement of EPS growth goals for the performance period ended December 31, 2025.
  • [F5]Represents the grant of performance-based Restricted Stock Units (at 125% target) awarded on March 18, 2024. 100% of the performance-based Restricted Stock Units were granted and vested on March 18, 2026 upon the achievement of relative total shareholder return (TSR) goals for the performance period ended December 31, 2025.
  • [F6]Represents the 100% exercise of performance-based Restricted Stock Units (at 125% target) awarded on March 18, 2024. 100% of the performance-based Restricted Stock Units were granted and vested on March 18, 2026 upon the achievement of relative total shareholder return (TSR) goals for the performance period ended December 31, 2025.
  • [F7]Represents 25% of the Restricted Stock Units granted on March 18, 2024. The remaining Restricted Stock Units will vest in two equal tranches on March 18, 2027 and 2028.
Signature
/s/ Benjamin Coulson under Power of Attorney for Andrew Butcher|2026-03-19

Documents

1 file
  • 4
    wk-form4_1773927560.xmlPrimary

    FORM 4