SEC Info - Wardlow Graham - ‘4’ for 8/3/22 re: Luxfer Holdings plc

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).

1. Name and Address of Reporting Person^*

Wardlow Graham

(Last)

(First)

(Middle)

LUXFER HOLDINGS PLC

LUMNS LANE

(Street)

MANCHESTER

M27 8LN

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
LUXFER HOLDINGS PLC [ LXFR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
See Remarks

3. Date of Earliest Transaction (Month/Day/Year)
8/3/22

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Ordinary Shares	8/3/22		M		800	A	⁽¹⁾	24,754 ⁽²⁾	D
Ordinary Shares	8/3/22		M		65	A	⁽³⁾	24,819	D
Ordinary Shares	8/3/22		M		1,285	A	⁽¹⁾	26,104	D
Ordinary Shares	8/3/22		M		71	A	⁽³⁾	26,175	D
Ordinary Shares	8/3/22		M		800	A	⁽¹⁾	26,975	D
Ordinary Shares	8/3/22		M		19	A	⁽³⁾	26,994	D
Ordinary Shares	8/3/22		M		720	A	⁽¹⁾	27,714	D
Ordinary Shares	8/3/22		F		1,933	D	$16.48	25,781	D
Ordinary Shares								7,520	I	By spouse

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Options (Right to Buy)	⁽¹⁾	8/3/22		M			800	⁽⁴⁾	3/14/25	Ordinary Shares	800	⁽¹⁾	800	D
Dividend Equivalent Rights	⁽³⁾	8/3/22		M			65	⁽³⁾	⁽³⁾	Ordinary Shares	65	⁽³⁾	69	D
Stock Options (Right to Buy)	⁽¹⁾	8/3/22		M			1,285	⁽⁵⁾	3/13/26	Ordinary Shares	1,285	⁽¹⁾	2,570	D
Dividend Equivalent Rights	⁽³⁾	8/3/22		M			71	⁽³⁾	⁽³⁾	Ordinary Shares	71	⁽³⁾	157	D
Stock Options (Right to Buy)	⁽¹⁾	8/3/22		M			800	⁽⁶⁾	3/15/27	Ordinary Shares	800	⁽¹⁾	2,400	D
Dividend Equivalent Rights	⁽³⁾	8/3/22		M			19	⁽³⁾	⁽³⁾	Ordinary Shares	19	⁽³⁾	61	D
Stock Options (Right to Buy)	⁽¹⁾	8/3/22		M			720	⁽⁷⁾	3/14/25	Ordinary Shares	720	⁽¹⁾	720	D

Explanation of Responses:

(1) 1 for 1, subject to a nominal payment of $1.00 per Ordinary Share.

(2) Includes 222 Ordinary Shares acquired pursuant to the Luxfer Holdings PLC Share Incentive Plan. These transactions are exempt pursuant to Rule 16b-3(c).

(3) Represents dividend equivalent rights accrued on employee stock options, which become exercisable proportionately with the options to which they relate. Each dividend equivalent right is the economic equivalent of one Ordinary Share, subject to a nominal payment of $1.00 per Ordinary Share.

(4) The remaining stock options vest on March 14, 2023.

(5) The remaining stock options vest in two equal, annual installments on March 13, 2023 and March 13, 2024, respectively.

(6) The remaining stock options vest in three equal, annual installments beginning on March 15, 2023.

(7) Represents the exercise of vested, performance-based stock options (at 50% target) awarded on March 14, 2019. The performance-based stock options were granted and vested on March 14, 2022 upon the achievement of relative Total Shareholder Return (TSR) goals for the three-year performance period ended December 31, 2021. The remaining stock options will vest on March 14, 2023.

Remarks:

Managing Director, Luxfer MEL Technologies

	/s/ Megan E. Glise under Power of Attorney for Graham Wardlow	8/5/22
	** 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.

____________ Transaction Codes:
F	Payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3.
M	Exercise or conversion of derivative security exempted pursuant to Rule 16b-3.

Wardlow Graham – ‘4’ for 8/3/22 re: Luxfer Holdings plc

On: Friday, 8/5/22, at 4:09pm ET · For: 8/3/22 · As: Officer · Accession #: 1761477-22-5 · File #: 1-35370

Previous ‘4’: ‘4’ on 3/15/22 for 3/14/22 · Next: ‘4’ on 3/15/23 for 3/13/23 · Latest: ‘4’ on / for 3/18/24

Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 4 — SEA’34

Filing Table of Contents

This ‘4’ Document is an XML Data File that may be rendered in various formats:

Wardlow Graham – ‘4’ for 8/3/22 re: Luxfer Holdings plc

On: Friday, 8/5/22, at 4:09pm ET · For: 8/3/22 · As: Officer · Accession #: 1761477-22-5 · File #: 1-35370

Previous ‘4’: ‘4’ on 3/15/22 for 3/14/22 · Next: ‘4’ on 3/15/23 for 3/13/23 · Latest: ‘4’ on / for 3/18/24

Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 4 — SEA’34Filing Table of Contents

This ‘4’ Document is an XML Data File that may be rendered in various formats:

Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 4 — SEA’34

Filing Table of Contents