Amrize (AMRZ) officer logs share award and tax-withholding disposition

Rhea-AI Filing Summary

Amrize Ltd Chief Marketing & Corporate Affairs Officer Forrest Nollaig reported routine equity compensation activity involving the company’s ordinary shares. On February 27, 2026, Nollaig acquired 11,157 ordinary shares at $0.00 per share through the settlement of performance stock units originally granted under Holcim Ltd incentive awards and converted in connection with the Amrize spin-off.

On the same date, 4,681 ordinary shares were disposed of in a tax-withholding disposition at $64.99 per share to cover exercise price or tax obligations, rather than an open-market sale. After these transactions, Nollaig directly held 18,139 Amrize ordinary shares, which include 258 shares acquired under the Amrize Ltd 2025 Employee Stock Purchase Plan on December 31, 2025.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Forrest Nollaig

(Last) (First) (Middle)

GRAFENAUWEG 8

(Street)

ZUG V8 6300

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Amrize Ltd [ AMRZ ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Mktg & Corp Affairs Off

3. Date of Earliest Transaction (Month/Day/Year)
02/27/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Ordinary Shares	02/27/2026		A(1)		11,157	A	$0	22,820(2)	D
Ordinary Shares	02/27/2026		F		4,681	D	$64.99	18,139	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents settlement of an award of performance stock units of Amrize Ltd ("Amrize") into Amrize ordinary shares. The performance stock units that were settled resulted from the conversion of certain equity incentive awards previously granted by Holcim Ltd ("Holcim") and converted in connection with the consummation on June 23, 2025 of the distribution of all of the ordinary shares of Amrize by Holcim to holders of Holcim ordinary shares on a pro rata basis (the "Spin-Off"). Such performance stock units vested based on the performance of Holcim and Amrize for the period from January 1, 2023 through December 31, 2025.

2. Includes 258 shares acquired under the Amrize Ltd 2025 Employee Stock Purchase Plan on December 31, 2025.

	Hans Weinburger, Attorney-in-Fact	03/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did Amrize (AMRZ) report for Forrest Nollaig?

Amrize reported that officer Forrest Nollaig received 11,157 ordinary shares as an equity award and disposed of 4,681 shares for tax withholding. Both transactions occurred on February 27, 2026 and relate to performance-based compensation and associated tax obligations.

Was the Amrize (AMRZ) insider transaction a stock sale on the open market?

No, the disposition of 4,681 Amrize ordinary shares was a tax-withholding transaction, not an open-market sale. Shares were delivered to cover exercise price or tax liabilities connected with the equity award settlement reported for February 27, 2026.

How many Amrize (AMRZ) shares does Forrest Nollaig hold after the Form 4?

Following the reported transactions, Forrest Nollaig directly holds 18,139 Amrize ordinary shares. This total includes 258 shares previously acquired under the Amrize Ltd 2025 Employee Stock Purchase Plan on December 31, 2025, in addition to the newly settled award shares.

What was the nature of the Amrize (AMRZ) equity award to Forrest Nollaig?

The award was a settlement of performance stock units into Amrize ordinary shares. These units originated from Holcim Ltd equity incentive awards and converted in connection with the June 23, 2025 spin-off, vesting based on Holcim and Amrize performance from 2023 through 2025.

What share price was used for the Amrize (AMRZ) tax-withholding disposition?

The tax-withholding disposition of 4,681 Amrize ordinary shares was recorded at a price of $64.99 per share. This reflects the value used for settling exercise price or tax liabilities associated with the equity award settlement on February 27, 2026.

How are Holcim and the Amrize (AMRZ) spin-off related to this Form 4?

The reported performance stock units came from Holcim Ltd equity awards that converted into Amrize units at the June 23, 2025 spin-off. Vesting depended on Holcim and Amrize performance from January 1, 2023 through December 31, 2025, leading to settlement into Amrize shares.