Form 4: PPG CFO Acquires Phantom Stock Units in Deferred Plan

PPG Industries' Senior VP & CFO, Vincent J. Morales, acquired 19.1671 phantom stock units as part of a deferred compensation plan.

Summary

• Vincent J. Morales, Senior VP & CFO of PPG Industries Inc. (PPG), acquired 19.1671 phantom stock units.
• The transaction occurred on December 31, 2025, and was reported on January 2, 2026.
• The phantom stock units were acquired at a price of $102.46 per unit.
• Following this acquisition, Mr. Morales beneficially owns a total of 27,499.9526 phantom stock units.
• These units are part of the PPG Industries, Inc. Deferred Compensation Plan and convert to common stock on a one-for-one basis.
• The phantom stock units become exercisable after the termination of employment with PPG.
• The transaction was made pursuant to a Rule 10b5-1(c) pre-arranged plan for the purchase or sale of equity securities.

Sentiment

Score: 6

Explanation: Slightly positive, as it indicates continued insider ownership and alignment of executive interests with shareholders through a deferred compensation plan, which is a standard and expected practice.

Positives

• The acquisition of phantom stock units by a Senior VP & CFO aligns management's interests with those of shareholders, as the value of these units is tied to the company's common stock performance.
• The transaction is part of a deferred compensation plan, indicating a structured approach to executive remuneration and retention.
• The use of a Rule 10b5-1(c) plan suggests a pre-planned, non-discretionary transaction, reducing concerns about opportunistic insider trading.

Risks

• The value of the phantom stock units is subject to the fair market value of PPG's common stock, meaning the ultimate payout to the reporting person could fluctuate.
• The number of shares attributed to the reporting person may change without their volition depending on the fair market value of the issuer's common stock and the amount of cash in the fund, introducing some variability.

Future Outlook

The phantom stock units will convert to common stock on a one-for-one basis and become exercisable after the termination of employment with PPG, indicating a long-term incentive structure.

Industry Context

Executive deferred compensation plans, often involving phantom stock or restricted stock units, are a common practice across various industries to incentivize long-term performance and retain key management personnel. This filing reflects a standard component of executive compensation packages in publicly traded companies.

Related Party Transactions

• The acquisition of phantom stock units by a Senior VP & CFO from the company's deferred compensation plan can be considered a related party transaction, as it involves an executive and the issuer.

Stakeholder Impact

• Shareholders: The transaction aligns the interests of the Senior VP & CFO with shareholders, as the value of the phantom stock units is tied to the company's stock performance, potentially encouraging long-term value creation.
• Employees: The deferred compensation plan serves as a retention tool for key executives, contributing to leadership stability.

Next Steps

• The phantom stock units will convert to common stock on a one-for-one basis after the reporting person's termination of employment with PPG.

Key Dates

Keywords

PPG Industries, Vincent J. Morales, Form 4, Insider Transaction, Phantom Stock Units, Deferred Compensation, Executive Compensation, Rule 10b5-1, PPG