Form 4: PPG Executive Acquires Phantom Stock Units

Alisha Bellezza, Sr. VP of Automotive Coatings at PPG Industries Inc., acquired 18.9522 phantom stock units through a deferred compensation plan.

Summary

• Alisha Bellezza, Sr. VP, Automotive Coatings at PPG Industries Inc., acquired 18.9522 phantom stock units.
• The transaction occurred on December 31, 2025, and was reported on January 2, 2026.
• These phantom stock units convert to common stock on a one-for-one basis.
• The acquisition was part of the PPG Industries, Inc. Deferred Compensation Plan.
• Following this transaction, Bellezza beneficially owns a total of 155.5068 phantom stock units.
• The phantom stock units represent interests in an unfunded unitized company stock fund comprised of stock and cash.
• The number of shares attributed can fluctuate based on PPG's common stock fair market value and the amount of cash in the fund.
• The transaction was made pursuant to a Rule 10b5-1(c) plan, indicating a pre-arranged trading plan.

Sentiment

Score: 6

Explanation: The filing reports a routine executive compensation transaction (acquisition of phantom stock units) under a deferred compensation plan and a Rule 10b5-1 plan. This is generally a neutral to slightly positive event as it aligns executive interests with shareholders, but it is not a significant market-moving event on its own.

Positives

• An executive is increasing their beneficial ownership in the company, aligning their interests with shareholders.
• The transaction is part of a pre-arranged Rule 10b5-1 plan, indicating a structured and compliant approach to executive compensation and ownership.

Risks

• The value of phantom stock units is subject to the fair market value of PPG's common stock and the amount of cash in the fund, introducing market risk to the compensation.

Future Outlook

The phantom stock units will convert to common stock after the termination of employment with PPG, aligning future executive compensation with long-term company performance.

Industry Context

This type of executive compensation, involving phantom stock units and deferred compensation plans, is a common practice in large publicly traded companies to align executive incentives with long-term shareholder value and retain key talent.

Comparison to Industry Standards

• Deferred compensation plans utilizing phantom stock units are a standard component of executive compensation packages across various industries, including manufacturing and materials, similar to practices at companies like Sherwin-Williams or AkzoNobel.
• The use of Rule 10b5-1 plans for insider transactions is a widely adopted best practice to mitigate concerns about insider trading by pre-scheduling trades.

Stakeholder Impact

• Shareholders: Increased alignment of executive interests with shareholder value through equity-based compensation.
• Employees: Reinforces the company's commitment to executive retention and long-term incentive programs.

Next Steps

• The phantom stock units will convert to common stock upon the reporting person's termination of employment with PPG.

Key Dates

Recommendation

This Form 4 filing details a routine executive compensation event involving the acquisition of phantom stock units under a pre-arranged plan. While it indicates executive alignment with shareholder interests, it does not present new information that would fundamentally alter the investment thesis for PPG. Therefore, a 'hold' recommendation is appropriate as it does not provide a strong catalyst for a 'buy' or 'sell' decision.

Keywords

PPG Industries, PPG, Alisha Bellezza, Phantom Stock Units, Deferred Compensation, Insider Transaction, Form 4, Executive Compensation, Rule 10b5-1