Form 4: Koppers Holdings Inc. Director David L. Motley Reports Changes in Beneficial Ownership

Director David L. Motley reports acquisition of dividend equivalent rights related to restricted stock units and deferred compensation.

Summary

• On March 24, 2025, Director David L. Motley acquired dividend equivalent rights (DERs) related to restricted stock units (RSUs) and deferred compensation.
• The DERs are economically equivalent to shares of Koppers Holdings Inc. common stock.
• 17 DERs were accrued with respect to additional time-based RSUs credited to the reporting person with respect to RSUs granted on May 2, 2024.
• 22.202 DERs were accrued with respect to additional RSUs credited to the reporting person with respect to deferred compensation.
• The reporting person now beneficially owns 145.834 DERs directly and 168.036 DERs directly.

Sentiment

Score: 5

Explanation: This is a routine regulatory filing, so the sentiment is neutral. It reflects standard compensation practices and insider transactions.

Future Outlook

The RSUs corresponding to these DERs will become payable according to the election of payment designation that was filed by the reporting person subject to the Koppers Holdings Inc. Director Deferred Compensation Plan (the 'Plan'). Such payment will be either lump sum or in annual installments commencing on the May 31st next following the reporting person's separation from service (as defined under the Plan) or, if later, and elected by the reporting person at the time he/she first elects to defer any payment under the Plan, May 31st of the year specified by the reporting person.

Industry Context

Form 4 filings are standard disclosures required by the SEC for insiders (directors, officers, and 10% owners) of publicly traded companies, providing transparency into their transactions in the company's securities. This filing indicates changes in Director Motley's holdings of derivative securities related to company stock.

Comparison to Industry Standards

• Form 4 filings are a standard practice for publicly traded companies and their insiders, ensuring compliance with SEC regulations.
• The reporting of dividend equivalent rights associated with RSUs and deferred compensation is a common practice in executive compensation packages among publicly listed companies.
• Companies like Eastman Chemical, Westlake Chemical, and LyondellBasell also utilize similar equity-based compensation plans for their executives and directors.

Stakeholder Impact

• The filing provides transparency to shareholders regarding the compensation and ownership structure of a key company director.
• The acquisition of dividend equivalent rights does not have an immediate impact on employees, customers, suppliers, or creditors.

Key Dates

Keywords

dividend equivalent rights, restricted stock units, Koppers Holdings Inc., beneficial ownership, Form 4, director, deferred compensation