Axalta (NYSE: AXTA) executive details RSU vesting and tax share withholdings

Rhea-AI Filing Summary

Axalta Coating Systems Ltd. executive and 10% owner, the President of Global Industrial Coatings, reported routine equity compensation activity on February 28, 2026. Restricted stock units converted into common shares, and a portion of the resulting shares was withheld to cover taxes.

The filing shows 4,027 common shares and 3,695 common shares acquired through the vesting of prior restricted stock unit grants, with corresponding dispositions of 1,854 shares and 1,697 shares at $33.41 per share for tax withholding. Following these transactions, the executive directly owns 11,261 common shares and 3,695 restricted stock units.

Form 4 Insider Transactions: What Each Field Means →

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^*

Bowes Timothy Earl Joseph

(Last) (First) (Middle)

1050 CONSTITUTION AVENUE

(Street)

PHILADELPHIA PA 19112

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Axalta Coating Systems Ltd. [ AXTA ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President, Glbl Ind. Coatings

3. Date of Earliest Transaction (Month/Day/Year)
02/28/2026

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
Common Shares	02/28/2026		M		4,027	A	(1)	11,117	D
Common Shares	02/28/2026		F		1,854(2)	D	$33.41	9,263	D
Common Shares	02/28/2026		M		3,695	A	(1)	12,958	D
Common Shares	02/28/2026		F		1,697(2)	D	$33.41	11,261	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
Restricted Stock Units	(1)	02/28/2026		M			4,027	(3)	(3)	Common Shares	4,027	$0	0	D
Restricted Stock Units	(1)	02/28/2026		M			3,695	(4)	(4)	Common Shares	3,695	$0	3,695	D

Explanation of Responses:

1. Restricted stock units convert into common shares on a one-for-one basis.

2. Shares withheld to satisfy the tax withholding obligation applicable to the vesting of a portion of a restricted stock unit award.

3. On February 28, 2023, the reporting person was granted 12,081 restricted stock units, vesting in three equal annual installments beginning on February 28, 2024.

4. On February 28, 2024, the reporting person was granted 11,085 restricted stock units, vesting in three equal annual installments beginning on February 28, 2025.

Remarks:

	/s/ Mark Sherman, 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.
* 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.
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FAQ

What insider transactions did AXTA report on February 28, 2026?

An Axalta executive reported routine equity compensation activity on February 28, 2026. Restricted stock units vested into common shares, and some of those shares were withheld at $33.41 per share to satisfy tax obligations related to the vesting.

How many Axalta (AXTA) shares did the insider acquire through RSU vesting?

The executive acquired 4,027 common shares and 3,695 common shares via restricted stock unit vesting. These shares came from earlier RSU grants that convert into common stock on a one-for-one basis when vesting conditions are met.

How many Axalta (AXTA) shares were withheld for taxes in this transaction?

A total of 1,854 shares and 1,697 shares of Axalta common stock were disposed of at $33.41 per share. These shares were withheld specifically to cover tax withholding obligations triggered by the RSU vesting.

What is the Axalta insider’s ownership after the February 28, 2026 transactions?

After the reported transactions, the executive directly owns 11,261 Axalta common shares and 3,695 restricted stock units. The RSUs represent additional potential common shares, subject to their existing vesting and settlement terms.

What were the original restricted stock unit grants mentioned for Axalta (AXTA)?

One RSU grant on February 28, 2023 totaled 12,081 units vesting in three equal annual installments starting February 28, 2024. Another grant on February 28, 2024 totaled 11,085 units, vesting in three equal annual installments beginning February 28, 2025.

Is the Axalta (AXTA) insider transaction a market sale or tax withholding?

The reported dispositions use transaction code “F,” indicating shares were withheld for tax purposes. This means the shares were not an open-market sale but were retained to satisfy tax withholding on the RSU vesting.