Form 4: Ingredion Executive Acquires Phantom Stock

Ingredion's SVP, CIO & Head of Prot. Fort. Michael J. Leonard acquired 25.477 phantom stock units as part of a Supplemental Executive Retirement Plan.

Summary

• Michael J. Leonard, SVP, CIO & Head of Prot. Fort. at Ingredion Inc. (INGR), acquired 25.477 phantom stock units.
• The transaction date for the acquisition was August 29, 2025, and the Form 4 was filed on September 2, 2025.
• These phantom stock units were allocated under the company's Supplemental Executive Retirement Plan (SERP).
• Each phantom stock unit represents the right to receive one share of Ingredion common stock.
• The value of the phantom stock was based on the closing price of Ingredion's common stock on August 29, 2025, which was $129.54 per share.
• Following this transaction, Mr. Leonard beneficially owns an aggregate of 339.485 derivative securities (phantom stock units).

Sentiment

Score: 6

Explanation: Neutral to slightly positive. This is a routine insider transaction related to executive compensation, indicating continued executive alignment with company performance. No significant positive or negative operational news is present.

Positives

• The acquisition of phantom stock units by a senior executive indicates continued participation in the company's long-term incentive plans, aligning executive interests with shareholder value.
• Phantom stock units are part of a Supplemental Executive Retirement Plan (SERP), suggesting a structured approach to executive compensation and retention.

Future Outlook

This filing does not contain forward-looking statements or guidance; it reports a specific executive compensation transaction.

Industry Context

This is a routine insider transaction related to executive compensation, a common practice in large corporations across various industries, including the food ingredient sector, to incentivize long-term performance and align executive interests with shareholder value.

Comparison to Industry Standards

• Executive compensation plans involving phantom stock or restricted stock units are standard practice across many industries, including the food ingredient sector where Ingredion operates.
• Companies like Archer-Daniels-Midland (ADM) and Tate & Lyle (TATYY) also utilize various forms of equity-based compensation to align executive interests with shareholder returns.
• The use of a Supplemental Executive Retirement Plan (SERP) for phantom stock allocation is a common mechanism for deferred compensation and executive retention in competitive markets.

Related Party Transactions

• The acquisition of phantom stock units by a senior executive under a Supplemental Executive Retirement Plan (SERP) constitutes a related-party transaction as part of executive compensation.

Stakeholder Impact

• Shareholders: The transaction aligns executive incentives with shareholder interests through equity ownership, potentially fostering long-term value creation.
• Management: The executive receives additional equity-based compensation, enhancing long-term financial incentives and retention.

Key Dates

Recommendation

This Form 4 filing reports a routine executive compensation event involving phantom stock acquisition under a SERP. It does not contain new operational, financial, or strategic information that would warrant a change in investment recommendation. The transaction aligns executive incentives with long-term company performance, which is generally a positive, but it's not a catalyst for a 'buy' or 'sell' decision.

Keywords

Ingredion, INGR, Form 4, Insider Transaction, Phantom Stock, Executive Compensation, SERP, Beneficial Ownership