SEC FORM 4

SEC Form 4

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Butcher Andrew

(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)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/15/2024

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	03/15/2024		M		1,331	A	⁽¹⁾	131,032	D
Ordinary Shares	03/15/2024		F		756	D	$10.15	130,276	D
Ordinary Shares	03/15/2024		M		1,920	A	⁽¹⁾	132,196	D
Ordinary Shares	03/15/2024		F		1,090	D	$10.15	131,106	D

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)
Restricted Stock Units	⁽¹⁾	03/15/2024		M			1,331	⁽²⁾	⁽²⁾	Ordinary Shares	1,331	⁽¹⁾	1,337⁽³⁾	D
Restricted Stock Units	⁽¹⁾	03/15/2024		M			1,920	⁽⁴⁾	⁽⁴⁾	Ordinary Shares	1,920	⁽¹⁾	1,920	D
Restricted Stock Units	⁽¹⁾	03/18/2024		A		45,160		⁽⁵⁾	⁽⁵⁾	Ordinary Shares	45,160	⁽¹⁾	45,160	D

Explanation of Responses:

1. Restricted Stock Units convert 1 for 1, subject to a nominal payment of $1.00 per Ordinary Share.

2. Represents the partial vesting of time-based Restricted Stock Units awarded on March 15, 2021. The remaining Restricted Stock Units vest on March 15, 2025. The above figure includes 131 additional Restricted Stock Units accrued related to dividend reinvestment rights.

3. The above figure includes 137 additional Restricted Stock Units accrued related to dividend reinvestment rights.

4. Represents the grant and vesting of performance-based Restricted Stock Units (at 200% target) awarded on March 15, 2021. One-third of the performance-based Restricted Stock Units were granted and vested on March 15, 2023 upon the achievement of an adjusted diluted EPS performance measure for the performance period ended December 31, 2021. A further one-third of the performance-based Restricted Stock Units were granted and vested on March 15, 2024. The remaining balance will be granted and vest on March 15, 2025.

5. Represents the award of 45,160 time-based Restricted Stock Units made on March 18, 2024. The Restricted Stock Units vest in four equal annual installments beginning on March 18, 2025.

Remarks:

	/s/ Megan E. Glise under Power of Attorney for Andrew Butcher	03/18/2024
	** 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.