Groowe Groowe BETA / Newsroom
⏱ News is delayed by 15 minutes. Sign in for real-time access. Sign in

Form 8-K

sec.gov

8-K — Element Solutions Inc

Accession: 0001104659-26-084905

Filed: 2026-07-20

Period: 2026-07-20

CIK: 0001590714

SIC: 2890 (MISCELLANEOUS CHEMICAL PRODUCTS)

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — tm2620849d1_8k.htm (Primary)

EX-99.1 — EXHIBIT 99.1 (tm2620849d1_ex99-1.htm)

GRAPHIC (tm2620849d1_8kimg001.jpg)

GRAPHIC (tm2620849d1_ex99-1img001.jpg)

GRAPHIC (tm2620849d1_ex99-1img002.jpg)

GRAPHIC (tm2620849d1_ex99-1img003.jpg)

GRAPHIC (tm2620849d1_ex99-1img004.jpg)

GRAPHIC (tm2620849d1_ex99-1img005.jpg)

GRAPHIC (tm2620849d1_ex99-1img006.jpg)

GRAPHIC (tm2620849d1_ex99-1img007.jpg)

GRAPHIC (tm2620849d1_ex99-1img008.jpg)

GRAPHIC (tm2620849d1_ex99-1img009.jpg)

GRAPHIC (tm2620849d1_ex99-1img010.jpg)

GRAPHIC (tm2620849d1_ex99-1img011.jpg)

GRAPHIC (tm2620849d1_ex99-1img012.jpg)

GRAPHIC (tm2620849d1_ex99-1img013.jpg)

GRAPHIC (tm2620849d1_ex99-1img014.jpg)

GRAPHIC (tm2620849d1_ex99-1img015.jpg)

GRAPHIC (tm2620849d1_ex99-1img016.jpg)

GRAPHIC (tm2620849d1_ex99-1img017.jpg)

GRAPHIC (tm2620849d1_ex99-1img018.jpg)

GRAPHIC (tm2620849d1_ex99-1img019.jpg)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K — FORM 8-K

8-K (Primary)

Filename: tm2620849d1_8k.htm · Sequence: 1

false

0001590714

0001590714

2026-07-20

2026-07-20

iso4217:USD

xbrli:shares

iso4217:USD

xbrli:shares

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):

July 20, 2026

Element Solutions Inc

(Exact name of registrant as specified in its charter)

Delaware

001-36272

37-1744899

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

500

South Pointe Drive, Suite

200

33139

Miami Beach, Florida

(Zip Code)

(Address of principal executive offices)

Registrant's telephone number, including area code:

(561) 207-9600

Not Applicable

(Former name or former address, if changed since

last report)

Check the appropriate box below if the Form 8-K filing is intended

to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

x

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the

Act:

Title of each class

Trading symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.01 per share

ESI

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth

company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange

Act of 1934 (17 CFR §240.12b-2).

Emerging growth company

¨

If an emerging growth company, indicate by check mark if the registrant

has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant

to Section 13(a) of the Exchange Act. ☐

Item 7.01 Regulation FD.

On July 20, 2026, Solstice Advanced Materials Inc., a Delaware corporation

(“Solstice”) issued an investor update presentation regarding the proposed acquisition of Element Solutions Inc, a Delaware

corporation (“Element Solutions”) by Solstice. A copy of the investor update presentation is attached as Exhibit 99.1 to this

Current Report on Form 8-K (the “Report”) and is incorporated herein by reference.

The information furnished pursuant to this Item

7.01, including Exhibit 99.1, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange

Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be deemed

to be incorporated by reference into any filing made by Solstice under the Securities Act of 1933, as amended, or the Exchange Act, except

as shall be expressly set forth by a specific reference in such filing.

Cautionary Statement Regarding Forward-Looking

Statements

This communication contains certain

forward-looking statements within the meaning of the federal securities laws made pursuant to the safe harbor provisions of the

Private Securities Litigation Reform Act of 1995 with respect to the proposed transaction between Solstice and Element Solutions,

that involve substantial risks and uncertainties. These statements can be identified by the fact that they do not relate strictly to

historical or current facts, but rather are based on current expectations, estimates, assumptions and projections regarding, among

other things, the anticipated benefits and timing of the proposed transaction, synergies, expected future financial position, total

addressable market, position in specialty chemicals and advanced materials verticals and the industry, business and financial

results of each company and the combined company, including the combined company’s expected Adjusted EBITDA and Adjusted

EBITDA margin, expected synergies, net debt and net leverage, anticipated de-leveraging, expected accretion to Adjusted EPS and

expected growth, margins and free cash flow]. Forward-looking statements often include words such as “anticipates,”

“estimates,” “expects,” “positioned,” “projects,” “forecasts,”

“intends,” “plans,” “continues,” “could,” “believes,” “may,”

“will,” “would,” “should,” “goals,” “pro forma” and words and terms of

similar substance in connection with discussions of the proposed transaction and the future operating or financial performance of

the combined company. As with any projection or forecast, forward-looking statements are inherently susceptible to uncertainty and

changes in circumstances. Solstice’s, Element Solutions’ or the combined company’s actual results may vary

materially from those expressed or implied in the forward-looking statements. Accordingly, undue reliance should not be placed on

any forward-looking statement made by Solstice or on its behalf. Although Solstice and Element Solutions believe that the

forward-looking statements contained in this communication are based on reasonable assumptions, you should be aware that a variety

of factors, many of which are difficult to predict and outside of Solstice’s or Element Solutions’ control, could affect

Solstice’s, Element Solutions’ or the combined company’s actual financial results or results of operations and

could cause actual results to differ materially from those in such forward-looking statements, including, but not limited to: the

completion of the proposed transaction on the anticipated terms and timing, including obtaining stockholder, regulatory and other

approvals, anticipated tax treatment, unforeseen liabilities, future capital expenditures, revenues, expenses, earnings, synergies,

economic performance, indebtedness, financial condition, future prospects, business and management strategies, expansion and growth

of Solstice’s and Element Solutions’ businesses and other conditions to the completion of the proposed transaction;

failure to realize the anticipated benefits of the proposed transaction, or that such benefits may take longer to realize or be more

costly to achieve than expected, including as a result of delay in completing the proposed transaction, Solstice’s ability to

integrate Element Solutions’ operations and product lines or due to unexpected costs, liabilities or delays; the

ability of the parties to obtain or consummate financing related to the proposed transaction upon acceptable terms or at all;

the dilution caused by Solstice’s issuance of additional shares of its common stock in connection with the consummation of the

proposed transaction; the risk of a downgrade of the credit rating of Solstice’s indebtedness; a material adverse change in

the financial condition of Solstice, Element Solutions or the combined company; potential litigation relating to the proposed

transaction that could be instituted against Solstice, Element Solutions or their respective directors; Solstice’s and Element

Solutions’ ability to implement their business strategies; the risk that disruptions from the proposed transaction will harm

Solstice’s or Element Solutions’ respective businesses, including current plans and operations; the ability of Solstice

or Element Solutions to retain and hire key personnel; potential adverse reactions or changes to business relationships resulting

from the announcement or completion of the proposed transaction; uncertainty as to the long-term value of Solstice’s common

stock; risks associated with third party contracts containing consent and/or other provisions

triggered by the proposed transaction; legislative, regulatory, political and economic developments affecting

Solstice’s, Element Solutions’ or the combined company’s respective businesses; the evolving legal, regulatory and

tax regimes under which Solstice and Element Solutions operate; potential business uncertainty, including changes to existing

business relationships, during the pendency of the proposed transaction that could affect Solstice’s and/or Element

Solutions’ financial performance; restrictions during the pendency of the proposed transaction that may impact

Solstice’s or Element Solutions’ ability to pursue certain business opportunities or strategic transactions; an overall

decline in the health of the economy and the industries in which Solstice and Element Solutions operate, including as a result of

inflation, tariffs and other trade barriers and restrictions, market volatility, geopolitical instability and social unrest, the

possibility of an economic downturn or recession or other macroeconomic factors; unpredictability and severity of catastrophic

events, including, but not limited to, acts of terrorism or outbreak of war or hostilities, as well as Solstice’s and Element

Solutions’ response to any of the aforementioned factors; failure to receive the approval of the stockholders of Solstice

and/or Element Solutions; and the occurrence of any event, change or other circumstance that could give rise to the termination of

the merger agreement. The foregoing list of factors is not exhaustive. You should carefully consider the foregoing factors and the

other risks and uncertainties that affect the businesses of Solstice and Element Solutions described in the “Risk

Factors” section of their respective Annual Reports on Form 10-K for the year ended December 31, 2025, Quarterly

Reports on Form 10-Q and other documents filed by either of them from time to time with the SEC. These filings identify and

address other important risks and uncertainties that could cause actual events and results to differ materially from those implied

by forward-looking statements in this communication. Forward-looking statements speak only as of the date they are made. Readers are

cautioned not to put undue reliance on forward-looking statements, and Solstice and Element Solutions assume no obligation and do

not intend to update or revise these forward-looking statements, whether as a result of new information, future events or otherwise,

except as otherwise required by securities or other applicable law. Neither Solstice nor Element Solutions gives any assurance that

either Solstice or Element Solutions will achieve its expectations.

Important Information and Where to Find It

In connection with the proposed transaction, Solstice intends to file

with the SEC a registration statement on Form S-4 (the “Registration Statement”), which will include a prospectus with

respect to the shares of Solstice’s common stock to be issued in the proposed transaction and a joint proxy statement for Solstice’s

and Element Solutions’ respective stockholders (the “Joint Proxy Statement/Prospectus”). The definitive Joint Proxy

Statement/Prospectus (if and when available) will be mailed to stockholders of Solstice and Element Solutions after it is declared effective.

Each of Solstice and Element Solutions may also file with or furnish to the SEC other relevant documents regarding the proposed transaction.

This communication is not a substitute for the Registration Statement, the Joint Proxy Statement/Prospectus or any other document that

Solstice or Element Solutions may mail to their respective stockholders in connection with the proposed transaction.

INVESTORS AND SECURITY HOLDERS OF SOLSTICE AND ELEMENT SOLUTIONS ARE

URGED TO READ THE REGISTRATION STATEMENT AND THE JOINT PROXY STATEMENT/PROSPECTUS INCLUDED WITHIN THE REGISTRATION STATEMENT CAREFULLY

AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE, AS WELL AS ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC IN CONNECTION WITH THE PROPOSED

TRANSACTION OR INCORPORATED BY REFERENCE INTO THE REGISTRATION STATEMENT AND THE JOINT PROXY STATEMENT/PROSPECTUS (INCLUDING ANY AMENDMENTS

OR SUPPLEMENTS THERETO), BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION REGARDING SOLSTICE, ELEMENT SOLUTIONS, THE PROPOSED TRANSACTION

AND RELATED MATTERS.

Investors and security holders may obtain free copies of the Joint

Proxy Statement/Prospectus and other documents filed with the SEC by Solstice or Element Solutions through the website maintained by the

SEC at http://www.sec.gov or from Solstice at its website, https://www.solstice.com/us/, or from Element Solutions at its website, https://www.elementsolutionsinc.com/

(information included on or accessible through the SEC website or either of Solstice’s or Element Solutions’ website is not

incorporated by reference into this communication).

Participants in Solicitation

Solstice and

Element Solutions and their respective directors and executive officers may be deemed to be participants in the solicitation of proxies

from the stockholders of Solstice and Element Solutions in connection with the proposed transaction.

Information about the interests of the directors

and executive officers of Solstice and Element Solutions and other persons who may be deemed to be participants in the solicitation of

stockholders of Solstice and Element Solutions in connection with the proposed transaction and a description of their direct and indirect

interests, by security holdings or otherwise, will be included in the Joint Proxy Statement/Prospectus, which will be filed with the SEC.

Information about Solstice’s directors and executive officers

and their ownership of Solstice’s common stock is set forth in Solstice’s proxy statement for its 2026 Annual Meeting of Stockholders

on Schedule 14A filed with the SEC on April 2, 2026 under the headings “Director

Compensation,” “Compensation

Discussion and Analysis,” “Executive

Compensation Tables” and “Stock

Ownership Analysis.” To the extent that holdings of Solstice’s securities have changed since the amounts printed in Solstice’s

proxy statement, such changes have been or will be reflected on Initial Statements of Beneficial Ownership of Securities on Form 3

and Statements of Changes in Beneficial Ownership on Form 4 filed with the SEC.

Information about Element Solutions’ directors and executive

officers and their ownership of Element Solutions’ common stock is set forth in Element Solutions’ proxy statement for its

2026 Annual Meeting of Stockholders on Schedule 14A filed with the SEC on March 23, 2026 under the headings “Director

Compensation,” “Executive

Compensation” and “Security

Ownership.” To the extent that holdings of Element Solutions’ securities have changed since the amounts printed in Element

Solutions’ proxy statement, such changes have been or will be reflected on Initial Statements of Beneficial Ownership of Securities

on Form 3 and Statements of Changes in Beneficial Ownership on Form 4 filed with the SEC.

The information regarding the direct and indirect

interests of those persons and other persons who may be deemed participants in the proposed transaction may be obtained by reading the

Joint Proxy Statement/Prospectus regarding the proposed transaction when it becomes available. Free copies of these documents may be obtained

as described above.

No Offer or Solicitation

This communication is not intended to and shall not constitute an offer

to sell or the solicitation of an offer to sell or the solicitation of an offer to buy any securities, or a solicitation of any vote or

approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior

to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means

of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended (the “Securities Act”),

and/or offered pursuant to an exemption from the registration requirements of the Securities Act, and otherwise in accordance with applicable

law.

Important Note about Combined and Non-GAAP Financial Information

The financial information for the combined businesses of Solstice and

Element Solutions is based on management's estimates, assumptions and projections and has not been prepared in conformance with the applicable

requirements of Regulation S-X relating to pro forma financial information, and the required pro forma adjustments have not been applied

and are not reflected therein. This information is provided for illustrative purposes only and should not be considered in isolation from,

or as a substitute for, the historical financial statements of Solstice and Element Solutions. These measures are provided for illustrative

purposes and are based on an arithmetic sum of the relevant historical financial measures of Solstice and Element Solutions. Combined

Adjusted EBITDA is the arithmetic sum of Solstice's Adjusted Standalone EBITDA and Element Solutions' Pro Forma Adjusted EBITDA, inclusive

of expected synergies. Combined Adjusted EBITDA Margin is inclusive of expected synergies. These measures do not reflect what the combined

company's financial condition or results of operations would have been had the proposed transaction occurred on or prior to the dates

indicated. Such illustrative information may differ materially from pro forma information included in SEC filings. Various factors could

cause actual future results to differ materially from those currently estimated by management, including, but not limited to, the risks

described above and in each of Solstice’s and Element Solutions' respective filings with the SEC.

This communication also includes certain financial measures not calculated

in accordance with U.S. generally accepted accounting principles ("GAAP"), such as adjusted standalone EBITDA, pro forma adjusted

EBITDA, combined adjusted EBITDA, combined adjusted EBITDA margin, combined sales, synergies, integration benefits, free cash flow, net

debt and net leverage. Non-GAAP financial measures have limitations as an analytical tool and are not meant to be considered in isolation

from, or as a substitute for, the comparable GAAP measures. There are limitations to non-GAAP financial measures because they are not

prepared in accordance with GAAP and may not be comparable to similarly titled measures of other companies due to potential differences

in methods of calculation and items being excluded. Solstice and Element Solutions caution you not to place undue reliance on these non-GAAP

financial measures.

For a definition of Solstice’s adjusted standalone EBITDA and

Element Solutions’ adjusted EBITDA and a reconciliation of adjusted standalone EBITDA and adjusted EBITDA to the most comparable

GAAP financial measure for 2025, please see Solstice’s Current Report on Form 8-K furnished with the SEC on February 11,

2026 and Element Solutions’ Current Report on Form 8-K furnished with the SEC on February 17, 2026 and Element Solutions’

2026 Investor Day presentation at its website at https://www.elementsolutions.com (information included on or accessible through Element

Solutions’ website is not incorporated by reference into this communication). Element Solutions’ pro forma Adjusted EBITDA

for fiscal year 2025 is from Element Solutions’ 2026 Investor Day presentation and is Element Solutions’ Adjusted EBITDA inclusive

of a pro forma adjustment of $61 million from the impact of the acquisitions of Micromax and EFC Gases. Combined Adjusted EBITDA and Combined

Adjusted EBITDA margin includes expected synergies.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.

Description

99.1

Investor Presentation.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements

of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto

duly authorized.

ELEMENT SOLUTIONS INC

Date: July 20, 2026

By:

/s/ Caroline S. Lind

Name:

Caroline S. Lind

Title:

General

Counsel and Secretary

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: tm2620849d1_ex99-1.htm · Sequence: 2

Exhibit 99.1

Investor Update

July 20th, 2026

Solstice Advanced

Materials to Acquire

Element Solutions

Capturing a Generational

Growth Opportunity

DRAFT

as of 14 - July

Cautionary Statement Regarding Forward - Looking Statements

This communication contains certain forward - looking statements within the meaning of the federal securities laws made pursuant t o the

safe harbor provisions of the Private Securities Litigation Reform Act of 1995 with respect to the proposed transaction betwe en Solstice and

Element Solutions, that involve substantial risks and uncertainties. These statements can be identified by the fact that they do not relate

strictly to historical or current facts, but rather are based on current expectations, estimates, assumptions and projections re garding, among

other things, the anticipated benefits and timing of the proposed transaction, synergies, expected future financial position, to tal addressable

market, position in specialty chemicals and advanced materials verticals and the industry, business and financial results of eac h company

and the combined company, including the combined company’s expected Adjusted EBITDA and Adjusted EBITDA margin, expected

synergies, net debt and net leverage, anticipated de - leveraging, expected accretion to Adjusted EPS and expected growth, margins and free

cash flow. Forward - looking statements often include words such as “anticipates,” “estimates,” “expects,” “positioned,” “projects ,” “forecasts,”

“intends,” “plans,” “continues,” “could,” “believes,” “may,” “will,” “would,” “should,” “goals,” “pro forma” and words and te rms of similar

substance in connection with discussions of the proposed transaction and the future operating or financial performance of the co mbined

company. As with any projection or forecast, forward - looking statements are inherently susceptible to uncertainty and changes in

circumstances. Solstice’s, Element Solutions’ or the combined company’s actual results may vary materially from those express ed or implied

in the forward - looking statements. Accordingly, undue reliance should not be placed on any forward - looking statement made by Sol stice or

on its behalf. Although Solstice and Element Solutions believe that the forward - looking statements contained in this communicati on are

based on reasonable assumptions, you should be aware that a variety of factors, many of which are difficult to predict and ou tsi de of

Solstice’s or Element Solutions’ control, could affect Solstice’s, Element Solutions’ or the combined company’s actual financ ial results or

results of operations and could cause actual results to differ materially from those in such forward - looking statements, includi ng, but not

limited to: the completion of the proposed transaction on the anticipated terms and timing, including obtaining stockholder, reg ulatory and

other approvals, anticipated tax treatment, unforeseen liabilities, future capital expenditures, revenues, expenses, earnings , s ynergies,

economic performance, indebtedness, financial condition, future prospects, business and management strategies, expansion and gro wth of

Solstice’s and Element Solutions’ businesses and other conditions to the completion of the proposed transaction; failure to r eal ize the

anticipated benefits of the proposed transaction, or that such benefits may take longer to realize or be more costly to achie ve than

expected, including as a result of delay in completing the proposed transaction, Solstice’s ability to integrate Element Solutions’ operations

and product lines or due to unexpected costs, liabilities or delays; the ability of the parties to obtain or consummate finan cin g related to the

proposed transaction upon acceptable terms or at all; the dilution caused by Solstice’s issuance of additional shares of its com mon stock in

connection with the consummation of the proposed transaction; the risk of a downgrade of the credit rating of Solstice’s inde bte dness; a

material adverse change in the financial condition of Solstice, Element Solutions or the combined company; potential litigati on relating to

the proposed transaction that could be instituted against Solstice, Element Solutions or their respective directors; Solstice ’s and Element

Solutions’ ability to implement their business strategies; the risk that disruptions from the proposed transaction will harm Sol stice’s or

Element Solutions’ respective businesses, including current plans and operations; the ability of Solstice or Element Solution s t o retain and

hire key personnel; potential adverse reactions or changes to business relationships resulting from the announcement or compl eti on of the

proposed transaction; uncertainty as to the long - term value of Solstice’s common stock; risks associated with third party contra cts

containing consent and/or other provisions triggered by the proposed transaction; legislative, regulatory, political and econ omi c

developments affecting Solstice’s, Element Solutions’ or the combined company’s respective businesses; the evolving legal, re gul atory and

tax regimes under which Solstice and Element Solutions operate; potential business uncertainty, including changes to existing bu siness

relationships, during the pendency of the proposed transaction that could affect Solstice ’s and/or Element Solutions’ financial performance;

restrictions during the pendency of the proposed transaction that may impact Solstice ’s or Element Solutions’ ability to pursue certain

business opportunities or strategic transactions; an overall decline in the health of the economy and the industries in which So lstice and

Element Solutions operate, including as a result of inflation, tariffs and other trade barriers and restrictions, market vola tility, geopolitical

instability and social unrest, the possibility of an economic downturn or recession or other macroeconomic factors; unpredict abi lity and

severity of catastrophic events, including, but not limited to, acts of terrorism or outbreak of war or hostilities, as well as Solstice’s and

Element Solutions’ response to any of the aforementioned factors; failure to receive the approval of the stockholders of Sols tic e and/or

Element Solutions; and the occurrence of any event, change or other circumstance that could give rise to the termination of t he merger

agreement. The foregoing list of factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and

uncertainties that affect the businesses of Solstice and Element Solutions described in the “Risk Factors” section of their r esp ective Annual

Reports on Form 10 - K for the year ended December 31, 2025, Quarterly Reports on Form 10 - Q and other documents filed by either of them

from time to time with the SEC. These filings identify and address other important risks and uncertainties that could cause a ctu al events and

results to differ materially from those implied by forward - looking statements in this communication. Forward - looking statements speak only

as of the date they are made. Readers are cautioned not to put undue reliance on forward - looking statements, and Solstice and El ement

Solutions assume no obligation and do not intend to update or revise these forward - looking statements, whether as a result of ne w

information, future events or otherwise, except as otherwise required by securities or other applicable law. Neither Solstice no r Element

Solutions gives any assurance that either Solstice or Element Solutions will achieve its expectations.

Important Information and Where to Find It

In connection with the proposed transaction, Solstice intends to file with the SEC a registration statement on Form S - 4 (the “Registration

Statement”), which will include a prospectus with respect to the shares of Solstice’s common stock to be issued in the propos ed transaction

and a joint proxy statement for Solstice’s and Element Solutions’ respective stockholders (the “Joint Proxy Statement/Prospec tus ”). The

definitive Joint Proxy Statement/Prospectus (if and when available) will be mailed to stockholders of Solstice and Element So lutions after it is

declared effective. Each of Solstice and Element Solutions may also file with or furnish to the SEC other relevant documents reg arding the

proposed transaction. This communication is not a substitute for the Registration Statement, the Joint Proxy Statement/Prospe ctu s or any

other document that Solstice or Element Solutions may mail to their respective stockholders in connection with the proposed t ran saction.

INVESTORS AND SECURITY HOLDERS OF SOLSTICE AND ELEMENT SOLUTIONS ARE URGED TO READ THE REGISTRATION STATEMENT AND THE JOINT

PROXY STATEMENT/PROSPECTUS INCLUDED WITHIN THE REGISTRATION STATEMENT CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME

AVAILABLE, AS WELL AS ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC IN CONNECTION WITH THE PROPOSED TRANSACTION OR

INCORPORATED BY REFERENCE INTO THE REGISTRATION STATEMENT AND THE JOINT PROXY STATEMENT/PROSPECTUS (INCLUDING ANY

AMENDMENTS OR SUPPLEMENTS THERETO), BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION REGARDING SOLSTICE, ELEMENT SOLUTIONS,

THE PROPOSED TRANSACTION AND RELATED MATTERS.

Forward Looking Statements & Other Disclaimers

2

Investors and security holders may obtain free copies of the Joint Proxy Statement/Prospectus and other documents filed with the SEC by

Solstice or Element Solutions through the website maintained by the SEC at http://www.sec.gov or from Solstice at its website,

https://www.solstice.com , or from Element Solutions at its website, https://www.elementsolutionsinc.com (information included on or

accessible through the SEC website or either of Solstice’s or Element Solutions’ website is not incorporated by reference int o t his

communication).

Participants in Solicitation

Solstice and Element Solutions and their respective directors and executive officers may be deemed to be participants in the solicitation of

proxies from the stockholders of Solstice and Element Solutions in connection with the proposed transaction.

Information about the interests of the directors and executive officers of Solstice and Element Solutions and other persons w ho may be

deemed to be participants in the solicitation of stockholders of Solstice and Element Solutions in connection with the propos ed transaction

and a description of their direct and indirect interests, by security holdings or otherwise, will be included in the Joint Pr oxy

Statement/Prospectus, which will be filed with the SEC.

Information about Solstice’s directors and executive officers and their ownership of Solstice’s common stock is set forth in Sol stice’s proxy

statement for its 2026 Annual Meeting of Stockholders on Schedule 14A filed with the SEC on April 2, 2026 under the headings “Director

Compensation,” “Compensation Discussion and Analysis,” “Executive Compensation Tables” and “Stock Ownership Information.” To the

extent that holdings of Solstice’s securities have changed since the amounts printed in Solstice’s proxy statement, such chan ges have been

or will be reflected on Initial Statements of Beneficial Ownership of Securities on Form 3 and Statements of Changes in Benef ici al Ownership

on Form 4 filed with the SEC.

Information about Element Solutions’ directors and executive officers and their ownership of Element Solutions’ common stock is set forth in

Element Solutions’ proxy statement for its 2026 Annual Meeting of Stockholders on Schedule 14A filed with the SEC on March 23, 2026 under

the headings “Director Compensation,” “Executive Compensation” and “Security Ownership.” To the extent that holdings of Eleme nt Solutions’

securities have changed since the amounts printed in Element Solutions’ proxy statement, such changes have been or will be re fle cted on

Initial Statements of Beneficial Ownership of Securities on Form 3 and Statements of Changes in Beneficial Ownership on Form 4 f iled with

the SEC.

The information regarding the direct and indirect interests of those persons and other persons who may be deemed participants in the

proposed transaction may be obtained by reading the Joint Proxy Statement/Prospectus regarding the proposed transaction when it

becomes available. Free copies of these documents may be obtained as described above.

No Offer or Solicitation

This communication is not intended to and shall not constitute an offer to sell or the solicitation of an offer to sell or th e s olicitation of an

offer to buy any securities, or a solicitation of any vote or approval, nor shall there be any sale of securities in any juri sdi ction in which such

offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such ju ris diction. No offer of

securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933 , a s amended

(the “Securities Act”), and/or offered pursuant to an exemption from the registration requirements of the Securities Act, and ot herwise in

accordance with applicable law.

Important Note about Combined and Non - GAAP Financial Information

The financial information for the combined businesses of Solstice and Element Solutions is based on management's estimates, a ssu mptions

and projections and has not been prepared in conformance with the applicable requirements of Regulation S - X relating to pro form a

financial information, and the required pro forma adjustments have not been applied and are not reflected therein. This infor mat ion is

provided for illustrative purposes only and should not be considered in isolation from, or as a substitute for, the historica l financial

statements of Solstice and Element Solutions. These measures are provided for illustrative purposes and are based on an arith met ic sum of

the relevant historical financial measures of Solstice and Element Solutions. Combined Adjusted EBITDA is the arithmetic sum of Solstice’s

Adjusted Standalone EBITDA and Element Solutions’ Pro Forma Adjusted EBITDA, inclusive of expected synergies. Combined Adjust ed EBITDA

Margin is inclusive of expected synergies. These measures do not reflect what the combined company's financial condition or res ults of

operations would have been had the proposed transaction occurred on or prior to the dates indicated. Such illustrative inform ati on may

differ materially from pro forma information included in SEC filings. Various factors could cause actual future results to di ffe r materially from

those currently estimated by management, including, but not limited to, the risks described above and in each of Solstice’s a nd Element

Solutions’ respective filings with the SEC.

This communication also includes certain financial measures not calculated in accordance with U.S. generally accepted account ing

principles ("GAAP"), such as adjusted standalone EBITDA, pro forma adjusted EBITDA, combined adjusted EBITDA, combined adjust ed EBITDA

margin, combined sales, synergies, integration benefits, free cash flow, net debt and net leverage. Non - GAAP financial measures have

limitations as an analytical tool and are not meant to be considered in isolation from, or as a substitute for, the comparabl e G AAP measures.

There are limitations to non - GAAP financial measures because they are not prepared in accordance with GAAP and may not be compar able

to similarly titled measures of other companies due to potential differences in methods of calculation and items being exclud ed. Solstice

and Element Solutions caution you not to place undue reliance on these non - GAAP financial measures.

For a definition of Solstice’s adjusted standalone EBITDA and Element Solutions’ adjusted EBITDA and a reconciliation of adju ste d standalone

EBITDA and adjusted EBITDA to the most comparable GAAP financial measure for 2025, please see Solstice’s Current Report on Fo rm 8 - K

furnished with the SEC on February 11, 2026 and Element Solutions’ Current Report on Form 8 - K furnished with the SEC on February 17, 2026

and Element Solutions’ 2026 Investor Day presentation at its website at https://www.elementsolutions.com (information included on or

accessible through Element Solutions’ website is not incorporated by reference into this communication). Element Solutions’ p ro forma

Adjusted EBITDA for fiscal year 2025 is from Element Solutions’ 2026 Investor Day presentation and is Element Solutions’ Adju ste d EBITDA

inclusive of a pro forma adjustment of $61 million from the impact of the acquisitions of Micromax and EFC Gases. Combined Ad jus ted

EBITDA and Combined Adjusted EBITDA margin includes expected synergies

Accelerating Our Strategy and Fueling Expected Significant ,

Sustainable Value Creation

• Unlocks the potential of the combined electronics platform – competitive integrated offering in

exciting emerging technologies such as advanced packaging and next generation semiconductor

materials

• Highly complementary competencies in advanced formulation and synthetic chemistry - allows

Solstice to be a ‘preferred partner’ in solving critical customer pain points

• Expected to enhance Solstice’s financial growth engine – anticipated synergies of $180+ million by

Year 3; accretive to growth, adj. EPS, adj. EBITDA margins, and cash conversion

• Expected incremental EBITDA upside from revenue synergies over time – complementary products,

technologies, service to deliver value - added solutions for customers

• Anticipated enhanced cash profile and conservative 3.1x synergized net leverage * ( 3.5x excluding

synergies ) – enables both deleveraging and ongoing investment in key growth initiatives

• Nuclear expected to remain a core growth pillar for Solstice – $2bn+ of backlog and an expected

double - digit EBITDA CAGR through 2030; Nuclear is an expanding portion of the overall business mix

• Proven and experienced team in place to drive integration execution and full value creation

3

*Includes $180m in year 3 synergies

Scaled Electronics Materials Platform with Expected Increased

Exposure to High - Growth End Markets

Source: Company Public Filings, Grand View Research, Grid Strategics, McKinsey & Company |¹Includes Solstice Research and Performance Chemicals and Safety and Defense Solutions, and Element Specialties 4

2 For illustrative purposes, see slide 2 for more information. Combined company revenue includes pro forma adjustment for Micromax and EFC acquisitions.

Improved Capabilities to Serve Customers in High - Growth End Markets

$6.8B 2

2025

Combined

Revenue

Electronic Materials

Industrials & Specialty 1

Refrigerants, Nuclear,

and Other

Next Generation Cooling

Intensifying Power Demand Driving Nuclear Growth

Advanced Compute

Expanded suite of advanced packaging solutions

Thermal management solutions to pull heat to the top of the chip

Next generation of differentiated materials

Robust intellectual property portfolio

Innovation to deliver next - gen offerings

Data Center air - cooling solutions – developing next - generation

direct - to - chip and immersion solutions

10+ kt/yr Annual Conversion Capacity

$2+ billion High - Quality Order Backlog

Production Capacity Largely Contracted Through 2030

With Element Solutions, Solstice Anticipates Providing an Expanded Suite of Critical Electronics

Materials and Cooling Solutions that AI and Data Centers Rely On

Device

Interconnectivity

AI & Machine

Learning

Electrification High - Performance

Compute Buildout

~11%

CAGR

~30%

CAGR

~$7 Trillion

Spend by 2030

~4%

Peak Energy

Demand CAGR

….Weighted to High - Growth End Markets

Chip Fabrication Packaging

Complementary, High Growth Electronics Portfolio

Complementary, High Growth Electronics Portfolio

5

Speed of Leading Edge Innovation Requires Broader Portfolios & Deeper Partnerships with Materials Suppliers

PCB Fabrication Board & Final Assembly

>10% CAGR >10% CAGR HSD% CAGR HSD% CAGR

Customer 1

“Excited for Solstice’s

expansion, especially into

advanced packaging”

Customer 2

“We prefer front - end suppliers

who participate in advanced

packaging, because it enables

enhanced quality and R&D

engagement”

Customer 3

“We want larger North

American based strategic

suppliers who have the

technology and can deliver new

solutions”

Customer

Testimonials

1Source: Semi; Yole Group; Prismark

Industry

CAGRs 1

DEPOSITION

HIGH PURITY

GASES &

ADVANCED

PRECURSORS

HIGH PURITY

CHEMICALS DEPOSITION

ENCAPSUL -

ANTS &

UNDERFILLS

DIE - ATTACH

PASSIVE

COMPONENT

MATERIALS

THERMAL

MANAGEMENT

THERMAL

MANAGEMENT

THERMAL

MANAGEMENT METALIZATION

TBU

BONDING

TBU

FINAL FINISH SOLDER

TECHNOLOGIES

ELECTRONIC

ADHESIVES

TBU

Combined Platform Expected to Accelerate Commercialization

of New Advanced Material Products

6

Deposition, Advanced Packaging and Thermal Management

Solutions for Customers Across the Value Chain Robust Innovation Pipeline to Solve Customer Challenges

ActiveCopper TM Unlocking copper’s full conductivity potential - solving

customer pain points in thermal management and high

conductivity

✓ Patented nano - copper material technology

✓ Enables process simplicity leading to faster throughput and

higher yield in PCB/ Advanced Packaging

✓ Transformative thermal properties enables new board and

devices designs

Thermal Design With TIM 1.5 Prevent chip burnout or slowdown by reducing hotspots that

throttle chips and impact processing rate

✓ Optimizes thermal conductivity - by reducing interface

contact resistance and allowing heat to move more freely

and efficiently from the chip to the heat sink

✓ Improves reliability - reducing the likelihood of thermal -

induced deformation

✓ Simplifies the assembly process

Heat Sink

TIM 1.5

Bare Die

PC Board

Copper Cycle: IDMs and Fabs

• Ta Barrier Layer

• CuMn Seed Layer

• Cu Electroplating

PCB Assembly: Assemblers / EMS

• Component Attach & Reinforcement

• Thermal & Environmental Protection

PCB Fabrication: PCB Fabricators

• Advanced PCB/ IC substrates

• Fine conductive features

• Through Hole Via and Microvia

Thermal Management Solutions: EMS

• Thermal Interface Materials

• Heat Spreaders

Solutions that Enable Higher Performance, Greater Signal Integrity, and Better Thermal Management; With an

Innovation Pipeline to Support Industry Technology Roadmap

Semiconductor Packaging: OSAT / IDM

• Die & Chip Attach

• Thermal Management

• Heat Spreaders

Wafer Level Packaging: OSAT / IDM

• Redistribution Layers

• Through Si Vias (TSV)

• Copper Pillars and wafer bumps

Note: OSAT = Outsourced Semiconductor Assembly and Test, IDM = Integrated Device Manufacturer, ESM = Electronic Manufacturing Services

\\FIRMWIDE.CORP.GS.COM\IBDROOT\PROJECTS\IBD-NY\SMATTER2026\994051_1\_Graphics\MapInfo\01 Eclipse Solar Map\01 Eclipse Solar Map.WOR

Complementary Capabilities & Enhanced Footprint Expected to

Drive Differentiated Solutions for the Advanced Compute Era

7

65

Manufacturing

Sites

100+

Countries & Territories with

Sales

25

R&D

Centers

Combination of Solstice’s Industry - Leading Synthetic Chemistry Expertise with Element’s Global Customer

Support Network Expected to Create an Industry - Leading Platform to Serve Customers

8,300+

Patents Owned / Pending /

Licenses

Combined synthetic, chemistry /

formulation expertise ✓

Longstanding, spec’d in relationships with

leading electronics customers and a ✓

customer - led innovation approach

Application expertise led by on - site technical

service teams supporting new technology

installations and ongoing production

Solstice

Element

Combined Solstice

By Geography

U.S.

43%

ROW

43%

EMEA

14%

Nuclear to Remain a Core Growth Pillar - Supported by

Improved Free Cash Flow Conversion

Source: Company Public Filings | 8

1 Source: Morgan Stanley Research. 2 Source: Goldman Sachs, “ Nuclear Nuggets: Global reactor tracker - May edition,” data as of May 9, 2026. 3 Source: World Nuclear Association. 4 Source:

U.S. Department of Energy. 5 Through 2030.

Clear Need for Significant Capacity Expansion to Realize Nuclear Renaissance; Solstice a Trusted Partner

Executing on Near - Term Opportunity Prudent Investment and Engagement…

$2+ billion

High - Quality

Order Backlog

Valid NRC

License

Through 2060

10+ kt/yr

Annual

Capacity

Further Capacity Expansion

Opportunities in Progress

Ongoing Engineering

Analysis

Continued Engagement with

Customers on Supply Needs

Productive Discussions with

DOE / Regulators

Leveraging 60+ Years as a

Trusted Industry Supplier

Production

Capacity

Largely

Contracted

Through 2030

>70 SMRs

Under

Development 3

Double Digit

Annual Nuclear

EBITDA Growth 5

~49 GW

Potential US Power

Shortfall by 2028 1

4x by 2050

US Nuclear Energy

Capacity 4

Multiple

Reactor Restarts &

Extensions

78 Reactors

Under

Construction 2

…To Meet Expected 2030+ Demand

Element Expected to Accelerate Solstice’s Growth Engine and

Position Solstice as an Industry - Leading Electronics Player

9

$6.8B

2025 Combined

Revenue 1

$1.7B

2025 Combined Adj. EBITDA 2

(incl. expected synergies

at year 3 )

26%

2025 Combined Adj. EBITDA

Margin% 2

(28% ex - metals 3

)

HSD - LDD

Expected Medium - Term

Combined Adj. EBITDA CAGR

ANTICIPATED TO BE

ACCRETIVE

To Adj. EPS in Year 1

~75%

Medium - Term Combined

Free Cash Flow Conversion 4

Portfolio Excluding Electronics Growth Expected to Maintain Strong MSD Growth Trajectory

Expected Growing Electronics Share in the Portfolio

Drives High - Quality Revenue Growth

Standalone Solstice

Medium-Term Growth

Combined Solstice

Medium-Term Growth

Element adds

LSD% growth

LSD to MSD

MSD to HSD

1 For illustrative purposes, see slide 2 for more information. Combined company revenue includes pro forma adjustment for Micromax and EFC acquisitions. 2Non - GAAP Measure; inclusive of $180M of expected run -

rate synergies; Element Solutions' Adj. EBITDA and Adj. EBITDA margin includes pro - forma adjustment of $61m from the impact of the Micromax and EFC acquisitions. 3 Based on Pro Forma for Element Solutions

excluding metals. Non - GAAP measure, inclusive of $180M+ of expected synergies by Y3; see next page for detail. 4 Cash conversion defined as (Adj. EBITDA – Capex) / Adj. EBITDA.

~$50 M

~$135 M

~$180 M+

~$210 M

Year 1 Year 2 Year 3 Run-Rate Synergies

Deal Supported by Net Synergies Expected to Exceed $180M by

Year 3, Run Rate of ~$210M

10

Footprint

Optimization • Global footprint optimization ~$20M

Supply Chain

Improvements

• Procurement savings through

harmonized supplier arrangements

• Freight, and corporate service contract

savings

~$25M

Operational

Savings

• Commercial GTM savings

• Optimization of corporate and support

functions

• IT harmonization

• Operating model alignment savings

from shared services

• Production incentive credit

opportunities

~$100M 1

Other

Opportunities

• Operational efficiencies: best - of- both

operating model

• Legal entity consolidation

• Improved inventory management

• Warehouse consolidation

• Improved cost to serve

~$35M

Expected Near - Term Synergies With Further Upside Anticipated Beyond Year 3

Net Synergies Disclosed at Announcement are Primarily Comprised of Near - Term Actionable Cost - Savings,

with Further Upside Anticipated After Year 3

Note: Potential net synergies and related information included for illustrative purposes only and do not imply future targets , e xpectations or guidance.

1 Inclusive of ~$10M dis - synergies.

Deposition and

Advanced

Packaging

• Highly complementary products ( e.g. PVD and ECD)

position the Combined Company for deeper customer

engagement and Process of Record “wins”

• Unique product capabilities allow for different

combinations of materials (dielectric, ECD, PVD) that work

together seamlessly to solve next - generation customer

issues

Thermal

Management

• A broader thermal portfolio combining metal TIMs, heat

spreaders, polymer TIMs and Kuprion ActiveCopper

Materials into a more complete customer solution with a

stronger value proposition

• Co - innovation of next gen integrated thermal solutions

allows for improved performance and future product suite

strength

• Optimization of channel strategies in key geographies

The Proposed Acquisition of Element Solutions Presents Unique Upside Opportunities

…With Additional Opportunities Identified That Could Provide

Incremental Upside in EBITDA

11

Expected Additional Revenue and Cost Takeout Upside Adds Significant Incremental Synergy Potential

Integration

Mindset

Proven Team to Drive Integration Planning and Post - Close

Execution

Robust Integration Framework to Drive Value Creation

12

Metric Driven

Focused execution against clearly

defined management operating

system

Customer Centric

Customer engagement maintained

and improved through integration

“Best of Both”

Integration and synergy execution to

reflect strengths and opportunities

across both organizations

Day 1 Readiness

Detailed functional planning to deliver

business continuity

Value Creation

Clear ownership, governance, and

measurable outcomes

Organizational Design

and Operating Model

Design future operating model,

organization, and leadership structure

Integration

Priorities

Integration

Leadership

Wylie Clark

Chief Development Officer

• Joined Honeywell in 2012;

Leads SOLS Strategy,

Transformation & M&A

• Executed more than $6bn in

strategic acquisitions &

multiple integrations

Carey Dorman

President & Chief Financial Officer

• Joined Element Solutions in

2015 and has led global

finance since 2019 and global

IT & HR since 2022

• Completed 10 integrations and

2 divestitures since becoming

CFO

Integration Management

Office

75+ integrations and decades of

collective experience

~3.5x

<3.0x

2.0x – 3.0x

At Close

(excl. Synergies)

Within 18

Months

Target Ratio

Committed to Maintaining Strong Credit Ratings Expected Combined Net Leverage

Combined

Capitalization

• $4.7bn of committed bridge financing

• Target capital structure optimizes cost of capital

while maintaining flexibility

De - Leveraging

• Expected net leverage below 3.0x within 18

months post - close

• Expected strengthened combined free cash

flow profile – 75% FCF conversion over the

medium term

Significant Potential Cash Flow Available to Drive Growth Over Next 24 Months

Cash Flow Debt

Repayment

Return of Capital

to Shareholders¹

Capex &

Organic Investment

~50% of Cash Flow

to Support

Organic Growth

Source: For illustrative purposes. Solstice Pro Forma Projections. 1

Includes expected dividends and share repurchases , which are subject to board approval .

Capex Prioritization:

Nuclear Expansion

Kuprion

Commercialization

Advanced

Semiconductor

Materials Expansion

Strong Cash Flow Profile Expected to Enable

Rapid Deleveraging…

~3.1x

Inclusive of Y3

Synergies

(~$180M)

13

Operating

Cash Flow

Capital

Allocation

Priorities

Solstice

Focus

Balance Sheet

Maintain

Balance Sheet Optionality

& Ba1 / BB+ Rating

Committed to Maintaining

a Strong Balance Sheet

2.0x – 3.0x

Long Term Net

Leverage Target

Growth Capex

Nuclear Expansion

Kuprion Commercialization

Advanced Semiconductor

Materials Expansion

Uninterrupted Investment

for Growth

~7% Sales 1

Focus on In - Flight

Organic Growth Initiatives

Dividends &

Share Repurchase

Compound Earnings Per

Share

Support Dividend Growth

Opportunistically

Return Excess Cash

$0.30 / Share 2

Commitment to Growing

Dividend Over Time

Portfolio

Optimization

Opportunistic

Portfolio Pruning

Outside of Key

Growth Pillars

Focused on High - Grading

Portfolio

Flexible

…Without Impacting Anticipated Growth Investments and

Capital Return

1Average over the next 3 years 14

2Annual Dividend Subject to Board Approval

Source FactSet; market data as of 17 - July - 2026.

Note: For illustrative purposes. See slide 2 for information on combined company and non - GAAP financial measures Combined company reflects blended metrics per announcement press

release; Combined revenue CAGR reflects estimated medium - term growth; EBITDA margin% reflects combined 2025 adjusted EBITDA margin with and w/o metals passthrough impact;

TEV/EBITDA reflects Consensus Pre - SBC 2026E Blended Multiple as of 17 - Jul - 2026 (Excluding Synergies)

*Represents 2025 E combined adj. EBITDA margins excluding the impact of metals pass – through for Element Solutions

Anonymized peers include Ecolab, Linde, Sherwiin - Williams, Qnity

Potential to Create A World Leading, Higher Value Advanced

Materials Company

15

TEV / 2026E EBITDA

19.6x

19.4x

18.7x

18.3x

13.0x

Peer A

Peer B

Peer C

Peer D

Combined

Median: 19 x

7.2%

6.6%

5.6%

5.1%

Peer A

Combined

Peer C

Peer D

Peer B

2026E - 2028E

Revenue Growth (%)

Median: 6 %

2025 EBITDA

Margin (%)

26 %

39%

30%

28% *

25%

20%

Peer D

Peer A

Combined

Peer C

Peer B

Median: 27.5%

2025 EBITDA – Capex

Conversion (%)

83 %

80 %

74 %

73 %

60 %

Peer B

Peer A

Peer C

Combined

Peer D

Median: 7 7%

MSD to HSD

Accelerating Our Strategy and Fueling Expected Significant ,

Sustainable Value Creation

• Unlocks the potential of the combined electronics platform – competitive integrated offering in

exciting emerging technologies such as advanced packaging and next generation semiconductor

materials

• Highly complementary competencies in advanced formulation and synthetic chemistry - allows

Solstice to be a ‘preferred partner’ in solving critical customer pain points

• Expected to enhance Solstice’s financial growth engine – anticipated synergies of $180+ million by

Year 3; accretive to growth, adj. EPS, adj. EBITDA margins, and cash conversion

• Expected incremental EBITDA upside from revenue synergies over time – complementary products,

technologies, service to deliver value - added solutions for customers

• Anticipated enhanced cash profile and conservative 3.1x synergized net leverage* (3.5x excluding

synergies) – enables both deleveraging and ongoing investment in key growth initiatives

• Nuclear expected to remain a core growth pillar for Solstice – $2+ bn of backlog and an expected

double - digit EBITDA CAGR through 2030; Nuclear is an expanding portion of the overall business mix

• Proven and experienced team in place to drive integration execution and full value creation

16 *Includes $180m in year 3 synergies

Appendix

© 2026 Solstice Advanced Materials Inc.

Solstice Overview: Global Advanced Materials Leader Exposed

to High - Growth Sectors with Secular Tailwinds

Diversified Portfolio Across Key Segments

2025 Net $3.9B Sales

2025 Adj.

EBITDA Margin ~25% 1

2025 Adj.

EBITDA $957M 1 4,000+ Employees

3,000+ Customers

Countries &

Territories

with Sales

120+

Patents owned

/ pending /

licenses 5,700+ 3

Refrigerants & Applied Solutions

(72%)

Electronic & Specialty Materials

(28%)

Healthcare

Refrigerants

(Stationary & MAC)

Electronic

Materials

Source: Company Public Filings | 1

Non - GAAP measure,; please refer to Slide 2 . 2

Specialty is Research & Performance Chemicals and Safety & Defense Solutions. 3

As of June 30, 2025.

Nuclear

Safety & Defense

Research

Chemicals

Performance

Chemicals

Building Solutions

& Intermediates

18

72%

11%

18%

Specialty 2

Electronic

Materials

Refrigerants,

Nuclear, and

Other

Element Solutions Overview: An Advanced Materials Leader

Enabling the Next Generation of Electronics, Mobility and

Connectivity

Diversified Portfolio of Advanced Solutions…

2025 Net $2.9B Sales

2025 Adj.

EBITDA Margin ~21% 1

2025 Adj.

EBITDA $609M 1

Employees 2 5,200+

17,600+ Customers

Countries

Serviced 50+ 2

Patents owned /

pending/ 2,600 + licenses

…with the Capabilities to Address Secular Tailwinds

Circuitry

Solutions

Assembly

Solutions

Electronic

Inks &

Pastes

Semiconductor

Solutions

Industrial

Solutions

Energy

Solutions

High - Purity

Specialty Gases

Advanced

Materials

Electronics (73%) Industrial ( 27%)

▪ Designs specification - driven, mission critical

products for niche electronics and industrial end -

markets

▪ Broad exposure to attractive end markets,

including advanced packaging, thermal

management solutions and PCB assembly

▪ Close proximity to customers globally with

system - level embedded solutions and local

technical service experts

19

27%

73%

Electronics

Industrial &

Specialty

Source: Element Solutions 2026 Investor Day, Adj. EBITDA and Adj. EBITDA margin include pro forma adjustments of $61m from th e i mpact of the acquisitions of Micromax and EFC Gases. 1

Non - GAAP measure,; please refer to Slide 2 .

2

Per Element Solutions website.

GRAPHIC

GRAPHIC

Filename: tm2620849d1_8kimg001.jpg · Sequence: 6

Binary file (50792 bytes)

Download tm2620849d1_8kimg001.jpg

GRAPHIC

GRAPHIC

Filename: tm2620849d1_ex99-1img001.jpg · Sequence: 7

Binary file (206969 bytes)

Download tm2620849d1_ex99-1img001.jpg

GRAPHIC

GRAPHIC

Filename: tm2620849d1_ex99-1img002.jpg · Sequence: 8

Binary file (488909 bytes)

Download tm2620849d1_ex99-1img002.jpg

GRAPHIC

GRAPHIC

Filename: tm2620849d1_ex99-1img003.jpg · Sequence: 9

Binary file (234690 bytes)

Download tm2620849d1_ex99-1img003.jpg

GRAPHIC

GRAPHIC

Filename: tm2620849d1_ex99-1img004.jpg · Sequence: 10

Binary file (220882 bytes)

Download tm2620849d1_ex99-1img004.jpg

GRAPHIC

GRAPHIC

Filename: tm2620849d1_ex99-1img005.jpg · Sequence: 11

Binary file (225792 bytes)

Download tm2620849d1_ex99-1img005.jpg

GRAPHIC

GRAPHIC

Filename: tm2620849d1_ex99-1img006.jpg · Sequence: 12

Binary file (240904 bytes)

Download tm2620849d1_ex99-1img006.jpg

GRAPHIC

GRAPHIC

Filename: tm2620849d1_ex99-1img007.jpg · Sequence: 13

Binary file (182161 bytes)

Download tm2620849d1_ex99-1img007.jpg

GRAPHIC

GRAPHIC

Filename: tm2620849d1_ex99-1img008.jpg · Sequence: 14

Binary file (211521 bytes)

Download tm2620849d1_ex99-1img008.jpg

GRAPHIC

GRAPHIC

Filename: tm2620849d1_ex99-1img009.jpg · Sequence: 15

Binary file (190731 bytes)

Download tm2620849d1_ex99-1img009.jpg

GRAPHIC

GRAPHIC

Filename: tm2620849d1_ex99-1img010.jpg · Sequence: 16

Binary file (172609 bytes)

Download tm2620849d1_ex99-1img010.jpg

GRAPHIC

GRAPHIC

Filename: tm2620849d1_ex99-1img011.jpg · Sequence: 17

Binary file (214527 bytes)

Download tm2620849d1_ex99-1img011.jpg

GRAPHIC

GRAPHIC

Filename: tm2620849d1_ex99-1img012.jpg · Sequence: 18

Binary file (199502 bytes)

Download tm2620849d1_ex99-1img012.jpg

GRAPHIC

GRAPHIC

Filename: tm2620849d1_ex99-1img013.jpg · Sequence: 19

Binary file (149662 bytes)

Download tm2620849d1_ex99-1img013.jpg

GRAPHIC

GRAPHIC

Filename: tm2620849d1_ex99-1img014.jpg · Sequence: 20

Binary file (144718 bytes)

Download tm2620849d1_ex99-1img014.jpg

GRAPHIC

GRAPHIC

Filename: tm2620849d1_ex99-1img015.jpg · Sequence: 21

Binary file (136982 bytes)

Download tm2620849d1_ex99-1img015.jpg

GRAPHIC

GRAPHIC

Filename: tm2620849d1_ex99-1img016.jpg · Sequence: 22

Binary file (234820 bytes)

Download tm2620849d1_ex99-1img016.jpg

GRAPHIC

GRAPHIC

Filename: tm2620849d1_ex99-1img017.jpg · Sequence: 23

Binary file (216229 bytes)

Download tm2620849d1_ex99-1img017.jpg

GRAPHIC

GRAPHIC

Filename: tm2620849d1_ex99-1img018.jpg · Sequence: 24

Binary file (169756 bytes)

Download tm2620849d1_ex99-1img018.jpg

GRAPHIC

GRAPHIC

Filename: tm2620849d1_ex99-1img019.jpg · Sequence: 25

Binary file (223766 bytes)

Download tm2620849d1_ex99-1img019.jpg

XML — IDEA: XBRL DOCUMENT

XML

Filename: R1.htm · Sequence: 27

v3.26.1

Cover

Jul. 20, 2026

Cover [Abstract]

Document Type

8-K

Amendment Flag

false

Document Period End Date

Jul. 20, 2026

Entity File Number

001-36272

Entity Registrant Name

Element Solutions Inc

Entity Central Index Key

0001590714

Entity Tax Identification Number

37-1744899

Entity Incorporation, State or Country Code

DE

Entity Address, Address Line One

500

South Pointe Drive

Entity Address, Address Line Two

Suite

200

Entity Address, City or Town

Miami Beach

Entity Address, State or Province

FL

Entity Address, Postal Zip Code

33139

City Area Code

561

Local Phone Number

207-9600

Written Communications

true

Soliciting Material

false

Pre-commencement Tender Offer

false

Pre-commencement Issuer Tender Offer

false

Title of 12(b) Security

Common Stock, par value $0.01 per share

Trading Symbol

ESI

Security Exchange Name

NYSE

Entity Emerging Growth Company

false

X

- Definition

Boolean flag that is true when the XBRL content amends previously-filed or accepted submission.

+ References

No definition available.

+ Details

Name:

dei_AmendmentFlag

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Area code of city

+ References

No definition available.

+ Details

Name:

dei_CityAreaCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Cover page.

+ References

No definition available.

+ Details

Name:

dei_CoverAbstract

Namespace Prefix:

dei_

Data Type:

xbrli:stringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.

+ References

No definition available.

+ Details

Name:

dei_DocumentPeriodEndDate

Namespace Prefix:

dei_

Data Type:

xbrli:dateItemType

Balance Type:

na

Period Type:

duration

X

- Definition

The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.

+ References

No definition available.

+ Details

Name:

dei_DocumentType

Namespace Prefix:

dei_

Data Type:

dei:submissionTypeItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Address Line 1 such as Attn, Building Name, Street Name

+ References

No definition available.

+ Details

Name:

dei_EntityAddressAddressLine1

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Address Line 2 such as Street or Suite number

+ References

No definition available.

+ Details

Name:

dei_EntityAddressAddressLine2

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Name of the City or Town

+ References

No definition available.

+ Details

Name:

dei_EntityAddressCityOrTown

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Code for the postal or zip code

+ References

No definition available.

+ Details

Name:

dei_EntityAddressPostalZipCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Name of the state or province.

+ References

No definition available.

+ Details

Name:

dei_EntityAddressStateOrProvince

Namespace Prefix:

dei_

Data Type:

dei:stateOrProvinceItemType

Balance Type:

na

Period Type:

duration

X

- Definition

A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityCentralIndexKey

Namespace Prefix:

dei_

Data Type:

dei:centralIndexKeyItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Indicate if registrant meets the emerging growth company criteria.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityEmergingGrowthCompany

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

+ References

No definition available.

+ Details

Name:

dei_EntityFileNumber

Namespace Prefix:

dei_

Data Type:

dei:fileNumberItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Two-character EDGAR code representing the state or country of incorporation.

+ References

No definition available.

+ Details

Name:

dei_EntityIncorporationStateCountryCode

Namespace Prefix:

dei_

Data Type:

dei:edgarStateCountryItemType

Balance Type:

na

Period Type:

duration

X

- Definition

The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityRegistrantName

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityTaxIdentificationNumber

Namespace Prefix:

dei_

Data Type:

dei:employerIdItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Local phone number for entity.

+ References

No definition available.

+ Details

Name:

dei_LocalPhoneNumber

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 13e

-Subsection 4c

+ Details

Name:

dei_PreCommencementIssuerTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14d

-Subsection 2b

+ Details

Name:

dei_PreCommencementTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Title of a 12(b) registered security.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

+ Details

Name:

dei_Security12bTitle

Namespace Prefix:

dei_

Data Type:

dei:securityTitleItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Name of the Exchange on which a security is registered.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

+ Details

Name:

dei_SecurityExchangeName

Namespace Prefix:

dei_

Data Type:

dei:edgarExchangeCodeItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

+ Details

Name:

dei_SolicitingMaterial

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Trading symbol of an instrument as listed on an exchange.

+ References

No definition available.

+ Details

Name:

dei_TradingSymbol

Namespace Prefix:

dei_

Data Type:

dei:tradingSymbolItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

+ Details

Name:

dei_WrittenCommunications

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

na

Period Type:

duration