Form 4: MTX Director Kristina Johnson Accrues Phantom Stock Units

Minerals Technologies Inc. director Kristina M. Johnson accrued 6.963 phantom stock units as part of her deferred compensation plan.

Summary

• Kristina M. Johnson, a Director at Minerals Technologies Inc. (MTX), acquired 6.963 phantom stock units.
• The transaction occurred on September 5, 2025.
• Each phantom stock unit is the economic equivalent of one share of Minerals Technologies Inc. Common Stock.
• The units were accrued under the company's Non-Funded Deferred Compensation and Unit Award Plan for Non-Employee Directors.
• These phantom stock units are to be settled in cash upon Ms. Johnson's termination of service as a director.
• Following this transaction, Ms. Johnson beneficially owns 4,065.236 phantom stock units directly.

Sentiment

Score: 7

Explanation: The filing reflects a routine and expected compensation event for a director, indicating stable corporate governance and a standard approach to aligning director incentives with shareholder value. No negative or significantly positive unexpected events are disclosed.

Positives

• The accrual of phantom stock units aligns the director's interests with long-term shareholder value, as the value of these units is tied to the company's common stock performance.
• This is a routine compensation event for non-employee directors, indicating stable corporate governance practices regarding executive compensation.

Future Outlook

Kristina M. Johnson's accrual of phantom stock units is scheduled for September 5, 2025, as part of a pre-existing deferred compensation plan for non-employee directors.

Industry Context

Deferred compensation plans involving phantom stock units for non-employee directors are standard practice across many industries, serving to attract and retain qualified board members and align their incentives with shareholder interests without immediate equity dilution.

Comparison to Industry Standards

• The use of phantom stock units as a component of non-employee director compensation is a common practice, comparable to compensation structures at companies like DuPont (DD) or LyondellBasell (LYB) in the materials and chemicals sector. These companies often utilize similar equity-linked awards to align director incentives with long-term company performance.
• The accrual of units at a $0 price is typical for grants under deferred compensation plans, reflecting a non-cash award rather than a purchase, consistent with industry benchmarks for director remuneration.

Corporate Governance

Related Party Transactions

• The transaction involves the accrual of deferred compensation for Kristina M. Johnson, a non-employee director of Minerals Technologies Inc., which is a related party transaction as per SEC definitions.

Stakeholder Impact

• Shareholders: The accrual of phantom stock units for a director aligns their interests with long-term shareholder value, as the units' value is tied to the company's stock performance. This is a standard practice for director compensation.
• Employees: No direct impact on employees is indicated by this director compensation filing.

Key Dates

Recommendation

A routine, pre-scheduled accrual of phantom stock units as part of a director's deferred compensation is reported. Such a transaction is an expected part of corporate governance and does not provide new material information that would warrant a change in investment thesis. It confirms the ongoing alignment of director incentives with long-term company performance but does not signal any fundamental shift in the company's prospects or valuation.

Keywords

Minerals Technologies Inc., MTX, Kristina M. Johnson, Director Compensation, Phantom Stock Units, Deferred Compensation, SEC Form 4, Insider Transaction