Element Solutions Inc 2026年季度报告

OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period fromto Element Solutions Inc Delaware(State or other jurisdiction of incorporation ororganization)500 S Pointe Drive, Suite 200Miami Beach, Florida(Address of principal executive offices) 37-1744899(I.R.S. Employer Identification No.) Registrant’s telephone number, including area code:_______________ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company.See the definitions of “large accelerated filer,” “accelerated filer,” “smaller Large accelerated filer☒Non-accelerated filer☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).Yes☐No☒ Number of shares of common stock outstanding at April22, 2026: 243,607,198 Forward-Looking Statements This Quarterly Report contains forward-looking statements that can be identified by words such as "expect," "anticipate," "project,""will," "should," "believe," "intend," "plan," "assume," "estimate," "predict," "seek," "continue," "outlook," "may," "might," "aim,""can have," "likely," "potential," "target," "hope," "goal," "priority" or "confident" and variations of such words and similarexpressions. Many of the forward-looking statements include, but are not limited to, statements, beliefs, projections and expectationsregarding the expected benefits of the Kuprion Acquisition, the MGS Transaction, the EFC Acquisition and the Micromax Acquisition;the tax treatment and tax implications of the MGS Transaction; EFC's earn-out and probability of achievement of the performancetargets related to certain EFC performance-based RSUs; deferred payments related to the Kuprion Acquisition; the war in Ukraine, theIran conflict and other hostilities in the Middle East as well as actions in response thereto and their impact on market conditions andthe global economy; increases in tariffs and/or imposition of new tariffs and other changes in trade policy in the U.S. and othercountries, and other economic factors that may affect cost structure and demand, including the cost and availability of raw materials Although we believe these forward-looking statements are based upon reasonable assumptions regarding our business andexpectations about future events, financial performance and trends, there can be no assurance that our actual results will not differmaterially from any results expressed or implied in these forward-looking statements. Factors that might cause such a differenceinclude, but are not limited to, those discussed in Part I, Item 1A,Risk Factors,of our 2025 Annual Report. In addition, as we operatein a very competitive and rapidly changing environment, new risks may emerge from time to time. Any forward-looking statement Non-GAAP Financial Measures This Quarterly Report contains non-GAAP financial measures, such as Adjusted EBITDA, Adjusted EBITDA margin and operatingresults on a constant currency and organic basis. Non-GAAP financial measures should not be considered in isolation from, asubstitute for, or superior to, performance measures calculated in accordance with GAAP. For additional information on these non-GAAP financial measures, including definitions, limitations and reconciliations to their most comparable applicable GAAP measures,see "Non-GAAP Financial Measures" in Part I, Item 2Management's Discussion and Analysis of Financial Condition and Results of ELEMENT SOLUTIONS INC AND SUBSIDIARIESCONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS(Unaudited) ELEMENT SOLUTIONS INC AND SUBSIDIARIESCONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY ELEMENT SOLUTIONS INC AND SUBSIDIARIESNotes to the Condensed Consolidated Financial Statements 1. BACKGROUND AND BASIS OF PRESENTATION Background Element Solutions was incorporated in Delaware in January 2014 and its shares of common stock, par value $0.01 per share, trade onthe New York Stock Exchange under the ticker symbol “ESI.” Element Solutions is a leading global specialty chemicals technology company whose businesses suppl