Form 4: Goodyear VP Granted Performance, Restricted Stock Units

Goodyear's VP and Controller, Margaret V. Snyder, received grants of 20,642 Performance Share Units and 15,481 Restricted Stock Units under the 2022 Performance Plan.

Summary

• Margaret V. Snyder, Vice President and Controller of Goodyear Tire & Rubber Co, was granted 20,642 Performance Share Units (PSUs) on February 23, 2026.
• The PSUs are contingently payable 100% in common stock in February 2029, with the number of units earned ranging from 0% to 200% based on performance goals over a 3-year period ending December 31, 2028.
• The PSU payout is also subject to an increase or decrease of up to 20% based on the Company's total shareholder return versus a peer group over the same 3-year period.
• Ms. Snyder was also granted 15,481 Restricted Stock Units (RSUs) on February 23, 2026, under the 2022 Performance Plan.
• The RSUs will vest and convert into shares of common stock in 33% increments over three years, commencing on March 1, 2027.

Sentiment

Score: 6

Explanation: StockSavvy.ai views this as a moderately positive development, as it represents a routine executive compensation grant that aligns management's long-term interests with shareholder value through performance-based and time-vesting equity.

Positives

• The equity grants align the interests of a key executive, Margaret V. Snyder, with those of shareholders, as a significant portion of her compensation is tied to company performance and stock value.
• The performance-based nature of the PSUs incentivizes the achievement of specific company goals and outperformance relative to peers.

Negatives

• The compensation is not immediately liquid for the executive, as both PSUs and RSUs have multi-year vesting and performance periods.
• The actual value of the PSU grant is uncertain and depends entirely on future company performance and total shareholder return relative to a peer group, potentially resulting in a payout of 0% to 200% of the reported units.

Risks

• The value and payout of the Performance Share Units are subject to the attainment of specific performance goals over a 3-year period ending December 31, 2028.
• The final number of PSUs paid can be adjusted by up to 20% based on the Company's total shareholder return compared to a peer group over the same 3-year period, introducing market-related risk.
• The Restricted Stock Units vest over three years, meaning the executive's ability to realize value is dependent on continued employment and the company's stock performance during that period.

Future Outlook

The grants establish future incentives and potential payouts for a key executive, with vesting and performance periods extending through December 31, 2028, for PSUs and into 2030 for RSUs. The ultimate value realized will depend on Goodyear's future financial and stock performance.

Industry Context

StockSavvy.ai notes that the use of Performance Share Units and Restricted Stock Units is a common and well-established practice in executive compensation across various industries, including manufacturing and automotive suppliers. This structure aims to align executive incentives with long-term shareholder value creation and retention.

Comparison to Industry Standards

• Equity-based compensation, particularly through PSUs and RSUs, is a standard component of executive remuneration packages in large publicly traded companies like Goodyear.
• The multi-year vesting and performance periods are consistent with best practices designed to promote long-term strategic thinking and executive retention, similar to structures seen at peers such as Michelin, Bridgestone, and Continental AG.
• The inclusion of both performance-based (PSUs) and time-based (RSUs) equity grants provides a balanced approach to incentivizing both specific operational achievements and general stock appreciation, a common strategy among S&P 500 companies.

Stakeholder Impact

• Shareholders: The grants are designed to align executive incentives with shareholder value creation, potentially leading to improved long-term performance.
• Employees: No direct impact on general employees is indicated by this filing, though executive compensation structures can indirectly influence overall company culture and morale.

Next Steps

• The company will track performance against established goals for the Performance Share Units through December 31, 2028.
• The Restricted Stock Units will begin vesting in 33% increments starting March 1, 2027.
• The Performance Share Units are scheduled to be paid out in shares of common stock in February 2029, contingent on performance.

Key Dates

Keywords

Goodyear, GT, Executive Compensation, Performance Share Units, Restricted Stock Units, Equity Grant, SEC Form 4, Insider Transaction