Form 4: Director Carmola Accrues Phantom Stock Units

Minerals Technologies Inc. Director John J. Carmola accrued 53.019 phantom stock units under a deferred compensation plan.

Summary

• John J. Carmola, a Director at Minerals Technologies Inc. (MTX), accrued 53.019 phantom stock units.
• These units were acquired on December 4, 2025, under the company's Non-Funded Deferred Compensation and Unit Award Plan for Non-Employee Directors.
• Each phantom stock unit is economically equivalent to one share of MTX Common Stock.
• The units will be settled in cash upon Mr. Carmola's termination of service as a director.
• Following this transaction, Mr. Carmola beneficially owns 25,957.432 phantom stock units.

Sentiment

Score: 6

Explanation: The filing reports a routine accrual of phantom stock units for a director, which is a neutral to slightly positive event as it aligns director interests with shareholders. It does not indicate any significant positive or negative operational or financial news.

Positives

• Director John J. Carmola increased his beneficial ownership in the company through the accrual of 53.019 phantom stock units, aligning his interests with shareholders.
• The accrual is part of a non-funded deferred compensation plan for non-employee directors, indicating a structured approach to director compensation.

Risks

• The value of the phantom stock units is tied to the performance of Minerals Technologies Inc. Common Stock, meaning their cash settlement value could fluctuate.
• Phantom stock units are settled in cash, not actual shares, which means the director does not directly hold equity and is exposed to cash settlement risk.

Future Outlook

The phantom stock units are to be settled in cash upon the reporting person's termination of service as a director, indicating a future cash payout linked to the company's stock performance at that time.

Industry Context

This filing reflects a common practice in corporate governance where non-employee directors receive compensation in the form of equity-linked instruments, such as phantom stock units, to align their interests with long-term shareholder value. This is a standard component of director compensation packages across many industries.

Comparison to Industry Standards

• The use of phantom stock units for non-employee director compensation is a common practice, aligning with corporate governance best practices to incentivize long-term performance without immediate equity dilution.
• Many companies, including peers in the materials and industrial sectors, utilize similar deferred compensation plans for directors, often linking payouts to stock performance.
• The structure, where units are settled in cash upon termination, is also standard, providing a deferred benefit.

Corporate Governance

Stakeholder Impact

• Shareholders: The accrual of phantom stock units for a director aligns their interests with shareholders, as the value of these units is tied to the company's stock performance.
• Directors: John J. Carmola's compensation package includes deferred compensation linked to company performance.

Next Steps

• The phantom stock units will be settled in cash upon John J. Carmola's termination of service as a director.

Key Dates

Recommendation

This Form 4 filing details a routine accrual of phantom stock units as part of a director's compensation plan. It does not provide new information regarding the company's operational performance, financial health, or strategic direction that would warrant a change in investment recommendation. It merely reflects an expected component of director remuneration designed to align interests with shareholders. Therefore, a "hold" recommendation is appropriate, assuming the investor's existing thesis on MTX remains unchanged by this specific disclosure.

Keywords

Minerals Technologies Inc., MTX, Form 4, Insider Transaction, Phantom Stock Units, Deferred Compensation, Director Compensation, Beneficial Ownership