Form 4: PHINIA Director Samuel Chapin Receives Annual Restricted Stock Grant

PHINIA Inc. Director Samuel R. Chapin was granted 3,299 shares of restricted common stock as part of his annual compensation, which will vest at the company's 2026 annual meeting of shareholders.

Summary

• Samuel R. Chapin, a Director of PHINIA Inc. (PHIN), received an annual grant of 3,299 shares of restricted common stock.
• The transaction occurred on May 21, 2025.
• These shares were granted at a price of $0, indicating they are part of compensation.
• Following this transaction, Mr. Chapin beneficially owns 23,855 shares of PHINIA common stock, which includes the newly granted restricted shares.
• The granted shares are restricted and will vest on the date of PHINIA's 2026 annual meeting of shareholders.

Sentiment

Score: 7

Explanation: The filing is a routine disclosure of an annual restricted stock grant to a director, which is a positive for aligning interests but does not contain significant new information to dramatically alter sentiment. It reflects standard corporate governance and compensation practices.

Positives

• The grant of 3,299 restricted shares aligns the director's interests with long-term shareholder value.
• This is a standard form of compensation for independent directors, indicating stable corporate governance practices.

Future Outlook

The 3,299 restricted shares granted to Director Samuel R. Chapin are scheduled to vest on the date of PHINIA Inc.'s 2026 annual meeting of shareholders, aligning future compensation with company performance.

Industry Context

This routine insider transaction, an annual restricted stock grant to an independent director, is a common practice across various industries to align director incentives with long-term company performance and shareholder interests. It does not indicate any specific industry-wide trends or competitive shifts.

Comparison to Industry Standards

• The grant of restricted stock to independent directors is a widely accepted compensation practice in publicly traded companies, including those in the automotive and industrial sectors where PHINIA operates, such as BorgWarner Inc. or Cummins Inc., which often use similar equity-based incentives.
• The vesting schedule tied to the annual meeting of shareholders is a standard mechanism to ensure continued service and alignment with corporate governance best practices.

Corporate Governance

Related Party Transactions

• The grant of 3,299 restricted shares to Samuel R. Chapin, a director of PHINIA Inc., constitutes a related party transaction as it involves compensation provided by the company to a member of its board.

Stakeholder Impact

• Shareholders: The grant of restricted stock to a director aligns the director's long-term interests with those of the shareholders, potentially encouraging decisions that enhance shareholder value.

Next Steps

• The 3,299 restricted shares granted to Samuel R. Chapin are expected to vest on the date of PHINIA Inc.'s 2026 annual meeting of shareholders.

Key Dates

Keywords

PHINIA Inc., PHIN, Samuel R. Chapin, Form 4, Restricted Stock Grant, Insider Transaction, Director Compensation, Equity Compensation, SEC Filing