AMRZ Form 4: Director Drew Theresa J Awarded 2,958 Restricted Stock Units

Rhea-AI Filing Summary

Amrize Ltd (AMRZ) director Drew Theresa J was granted 2,958 restricted stock units (RSUs) under the Amrize Ltd 2025 Omnibus Incentive Plan, recorded as an acquisition on 08/11/2025. The award was issued at a $0 price and is reported as 2,958 ordinary shares beneficially owned by the reporting person following the transaction.

The RSUs vest on the earlier of the one-year anniversary of the grant and the issuer's next regular annual meeting of shareholders, creating alignment between the director and shareholders while representing a routine equity-compensation award that is modest in absolute size relative to typical market capitalization impacts. The Form 4 was filed by a single reporting person.

Insights

Financial Analyst

TL;DR: A routine director equity award of 2,958 RSUs is alignment-focused and likely immaterial to valuation.

The transaction is an internal equity-compensation grant under the 2025 Omnibus Incentive Plan for 2,958 RSUs granted at $0 and reported as directly owned ordinary shares after the award. Such grants align management incentives with shareholders and are common for directors. Given the modest absolute share count reported, the award is unlikely to move valuation or materially affect share count, though cumulative awards across insiders would merit monitoring.

Corporate Governance Expert

TL;DR: Vesting tied to time and next annual meeting is standard governance practice; award appears routine.

The RSU structure—vesting on the earlier of one year or the next regular annual meeting—supports short-term retention into the next governance cycle and aligns the director with shareholder interests around the upcoming meeting. The Form 4 indicates a straightforward, direct beneficial ownership reporting by one reporting person, with no indications of atypical restrictions or conversion features disclosed in the filing.

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

OMB APPROVAL

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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^*

Drew Theresa J

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/11/2025

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	08/11/2025		A		2,958(1)	A	$0	2,958	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. Restricted stock unit award to the reporting person pursuant to the Amrize Ltd 2025 Omnibus Incentive Plan. The award vests on the earlier of the one-year anniversary of the grant date and the date of the issuer's next regular annual meeting of shareholders.

	Hans Weinburger, Attorney-in-Fact	08/13/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What transaction did Drew Theresa J report for AMRZ?

Drew Theresa J was granted 2,958 restricted stock units (RSUs) under the Amrize Ltd 2025 Omnibus Incentive Plan, recorded as an acquisition on 08/11/2025.

What are the vesting terms of the RSU award in the AMRZ Form 4?

The RSUs vest on the earlier of the one-year anniversary of the grant and the date of the issuer's next regular annual meeting of shareholders.

What price was paid for the shares reported on the AMRZ Form 4?

The award was granted at a $0 price (no cash paid) and is reported as 2,958 ordinary shares beneficially owned.

How many AMRZ shares did the reporting person own after the reported transaction?

The reporting person is reported as directly owning 2,958 ordinary shares following the transaction.

Was the Form 4 filed by multiple reporting persons for AMRZ?

No. The Form 4 indicates it was filed by one reporting person.