Form 4: Mativ Holdings Director Increases Equity Holdings Through Phantom Stock Unit Grants
Insider Transaction Report
Kimberly E. Ritrievi, a Director at Mativ Holdings, Inc., reported the acquisition of 18,328 phantom stock units as an annual equity retainer and 382 phantom stock units from in-kind dividends, increasing her total beneficial ownership of derivative securities to 39,943 units.
Summary
- Kimberly E. Ritrievi, a Director of Mativ Holdings, Inc. (MATV), reported changes in her beneficial ownership of company securities.
- Following the reported transactions, Ritrievi directly owns 30,640 shares of Common Stock.
- On July 1, 2025, Ritrievi acquired 18,328 Phantom Stock Units as an annual equity retainer, granted pursuant to the Company's Outside Director Stock Plan and deferred under the Non-Employee Directors Deferred Compensation Plan.
- These 18,328 Phantom Stock Units, valued at $6.82 per unit, are scheduled to vest on July 1, 2026.
- Additionally, on July 1, 2025, Ritrievi acquired 382 Phantom Stock Units, valued at $5.55 per unit, representing in-kind dividends credited under the Non-Employee Directors Deferred Compensation Plan.
- The total number of Phantom Stock Units beneficially owned by Ritrievi following these transactions is 39,943.
- Phantom Stock Units convert to common stock upon the earlier of retirement from the Board or termination as a Director, in accordance with the Company's Non-Employee Directors Deferred Compensation Plan.
- A Power of Attorney was granted on April 15, 2025, to Greg Weitzel, Mark W. Johnson, and Brian Park to file Section 16 reports on behalf of Kimberly E. Ritrievi.
Sentiment
Score: 6
Explanation: Slightly positive, as it indicates a director's increased equity stake and alignment with shareholder interests through routine compensation and dividend reinvestment.
Positives
- The acquisition of additional phantom stock units by a director demonstrates continued alignment of interests between the director and shareholders.
- The receipt of in-kind dividends in the form of phantom stock units indicates a reinvestment of earnings back into company equity by the director.
Future Outlook
The 18,328 phantom stock units acquired as an annual equity retainer are scheduled to vest on July 1, 2026. All phantom stock units will convert to common stock upon the earlier of the director's retirement from the Board or termination as a Director.
Industry Context
This filing is a routine disclosure of insider transactions, specifically related to director compensation, and does not provide information on broader industry trends or competitive landscape.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Compensation Plan Utilization | The transactions were conducted pursuant to the Company's Outside Director Stock Plan and the Non-Employee Directors Deferred Compensation Plan, indicating established governance frameworks for director equity compensation. | July 1, 2025 | Reinforces the company's structured approach to director compensation and equity alignment. |
| Delegation of Authority | A Power of Attorney was granted to specific individuals to prepare, execute, deliver, and file Section 16 reports on behalf of the director, streamlining compliance with SEC regulations. | April 15, 2025 | Enhances efficiency and ensures timely compliance with regulatory filing requirements for insider transactions. |
Stakeholder Impact
- Shareholders: The increase in director equity ownership through phantom stock units aligns the director's financial interests more closely with those of the shareholders, potentially fostering better long-term decision-making.
Next Steps
- The 18,328 Restricted Stock Units (Phantom Stock Units) are expected to vest on July 1, 2026.
- Phantom Stock Units will convert to common stock upon the earlier of the director's retirement from the Board or termination as a Director.
Key Dates
| Date | Description |
|---|---|
| April 15, 2025 | Date Kimberly E. Ritrievi signed the Power of Attorney authorizing specific individuals to file Section 16 reports on her behalf. |
| July 1, 2025 | Date of transaction for the acquisition of 18,328 phantom stock units (annual equity retainer) and 382 phantom stock units (in-kind dividends). |
| July 2, 2025 | Date the Form 4 was signed by Brian Park, attorney-in-fact for Kimberly E. Ritrievi. |
| July 1, 2026 | Vesting date for the 18,328 Restricted Stock Units (Phantom Stock Units) granted as an annual equity retainer. |
| February 6, 2028 | Expiration date of the Notary Public commission for Honor Winks, who attested to the Power of Attorney. |
Keywords
Mativ Holdings, MATV, SEC Form 4, Insider Trading, Director Compensation, Phantom Stock Units, Restricted Stock Units, Equity Retainer, Beneficial Ownership, Corporate Governance
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