Form 4: PPG Industries Senior VP Acquires Additional Phantom Stock Units

Chancey E. Hagerty, a Senior Vice President at PPG Industries, acquired a small number of phantom stock units as part of the company's deferred compensation plan.

Summary

• Chancey E. Hagerty, Sr. VP, Automotive Refinish Coatings at PPG Industries Inc. (PPG), acquired 0.1225 phantom stock units on July 15, 2025.
• These phantom stock units convert to PPG common stock on a one-for-one basis.
• The derivative security was valued at $114.29 per unit at the time of the transaction.
• Following this acquisition, Hagerty beneficially owns a total of 1.6385 phantom stock units held within the PPG Industries, Inc. Deferred Compensation Plan.
• The phantom stock units represent interests in an unfunded unitized company stock fund, where the number of shares attributed may fluctuate based on the fair market value of PPG common stock and the cash balance in the fund.
• The units become exercisable upon the termination of employment with PPG.

Sentiment

Score: 6

Explanation: Slightly positive. While the transaction itself is small and likely routine, it signifies continued executive alignment with the company's long-term performance through an equity-linked deferred compensation plan.

Positives

• The acquisition of phantom stock units by a senior executive indicates continued alignment of management's interests with long-term shareholder value.
• Participation in a deferred compensation plan suggests a commitment to the company's future performance and executive retention.

Negatives

• The fractional amount of units acquired (0.1225) is very small, suggesting it is likely a routine, non-volitional accrual (e.g., dividend reinvestment or interest accrual) rather than a significant discretionary investment by the executive.

Risks

• The value of the phantom stock units is directly tied to the fair market value of PPG common stock, exposing the holder to market price fluctuations.
• The number of shares attributed to the participant can change based on the amount of cash in the fund, introducing variability in the ultimate value received.

Future Outlook

The phantom stock units are designed to become exercisable after the termination of employment with PPG, serving as a long-term incentive and aligning the executive's future financial interests with the company's sustained performance.

Management Comments

• Phantom Stock Units convert to common stock on a one-for-one basis.
• Units become exercisable after termination of employment with PPG.
• Total of all phantom stock units held by the reporting person in the PPG Industries, Inc. Deferred Compensation Plan.
• Phantom stock units represent interests in an unfunded unitized company stock fund comprised of stock and cash.
• The number of shares attributed to the reporting person as a Plan participant may change from time to time without the volition of the reporting person depending on the fair market value of the issuer's common stock and the amount of cash in the fund.

Industry Context

This Form 4 filing details a routine insider transaction related to executive compensation. The use of phantom stock units in a deferred compensation plan is a common practice across publicly traded companies, particularly in mature industrial sectors like specialty chemicals and coatings where PPG operates, as a means to align executive incentives with long-term shareholder value and retention.

Comparison to Industry Standards

• The implementation of phantom stock units within a deferred compensation plan is a standard executive compensation tool, comparable to practices at other major chemical and coatings companies such as Sherwin-Williams (SHW) or AkzoNobel (AKZOY), which also employ various equity-linked incentives.
• The small, fractional nature of the acquisition suggests it is likely an automatic accrual or dividend reinvestment, a common feature in many corporate deferred compensation plans, aligning with typical executive compensation structures observed across the industrial sector.

Stakeholder Impact

• Shareholders: The transaction reinforces the alignment of executive interests with shareholder value through equity-based compensation, potentially fostering long-term growth.
• Employees: The deferred compensation plan serves as a benefit for senior executives, which can influence morale and retention at that leadership level.

Next Steps

• The phantom stock units will convert to common stock upon the reporting person's termination of employment with PPG.
• The number of shares attributed to the reporting person may change over time based on the fair market value of PPG common stock and the cash balance within the fund.

Key Dates

Recommendation

Keywords

PPG Industries, PPG, Form 4, Insider Transaction, Phantom Stock Units, Deferred Compensation, Executive Compensation, Beneficial Ownership