Axalta (NYSE: AXTA) finance VP reports equity awards and tax share withholdings

Rhea-AI Filing Summary

Axalta Coating Systems Ltd. VP, Finance & CAO Anthony Massey reported multiple equity transactions involving restricted stock units, performance share units, and common shares. On March 3, 2026, he was granted 11,837 restricted stock units, each representing a contingent right to one common share, with the grant vesting in three equal annual installments beginning on the first anniversary of the grant date.

Also on March 3, performance share unit awards granted on February 28, 2023 vested based on Axalta’s achievement of relative total shareholder return and Adjusted EBITDA, converting into common shares on a one-for-one basis. These awards vested at 89.07% and 169.4% of target, respectively, leading to exercises of derivative securities into common shares and automatic share dispositions to cover tax withholding obligations.

On March 4, 2026, additional restricted stock units converted into common shares, again paired with share-withholding transactions for taxes. After these activities, Massey directly owned 44,272 common shares and 4,375 restricted stock units.

Insider Trade Summary

5,711 shares exercised/converted

Mixed 10 txns

Insider Massey Anthony

Role VP, Finance & CAO

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	2,187	$0.00	--
Exercise	Common Shares	2,187	$0.00	--
Tax Withholding	Common Shares	677	$31.40	$21K
Grant/Award	Restricted Stock Units	11,837	$0.00	--
Exercise	Performance Share Units	1,215	$0.00	--
Exercise	Performance Share Units	2,309	$0.00	--
Exercise	Common Shares	1,215	$0.00	--
Tax Withholding	Common Shares	376	$31.68	$12K
Exercise	Common Shares	2,309	$0.00	--
Tax Withholding	Common Shares	714	$31.68	$23K

Holdings After Transaction: Restricted Stock Units — 4,375 shares (Direct); Common Shares — 44,949 shares (Direct); Performance Share Units — 0 shares (Direct)

Footnotes (1)

1. Performance share units convert into common shares on a one-for-one basis. Shares withheld to satisfy the tax withholding obligation applicable to the vesting of a performance share unit award. Restricted stock units convert into common shares on a one-for-one basis. Shares withheld to satisfy the tax withholding obligation applicable to the vesting of a portion of a restricted stock unit award. Each restricted stock unit represents a contingent right to receive one common share of Axalta Coating Systems Ltd. This restricted stock unit grant vests in three equal annual installments beginning on the first anniversary of the grant date. Represents the vesting of a performance share unit award granted on February 28, 2023. The number of common shares issuable under the award may range from zero to 200% of the target number of performance share units (1,363) based upon the Company's achievement of relative total shareholder return during the relevant performance period as described in more detail in the Company's proxy statement filed with the SEC on April 24, 2024. Based upon the Company's achievement of such objective for such period, the performance share unit award vested at 89.07% of target. Represents the vesting of a performance share unit award granted on February 28, 2023. The number of common shares issuable under the award may range from zero to 200% of the target number of performance share units (1,363) based upon the Company's achievement of Adjusted EBITDA during the relevant performance period as described in more detail in the Company's proxy statement filed with the SEC on April 24, 2024. Based upon the Company's achievement of such objective for such period, the performance share unit award vested at 169.4% of target. On March 4, 2025, the reporting person was granted 6,562 restricted stock units, vesting in three equal annual installments beginning on March 4, 2026.

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

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Massey Anthony

(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)
	VP, Finance & CAO

3. Date of Earliest Transaction (Month/Day/Year)
03/03/2026

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	03/03/2026		M		1,215	A	(1)	41,543	D
Common Shares	03/03/2026		F		376(2)	D	$31.68	41,167	D
Common Shares	03/03/2026		M		2,309	A	(1)	43,476	D
Common Shares	03/03/2026		F		714(2)	D	$31.68	42,762	D
Common Shares	03/04/2026		M		2,187	A	(3)	44,949	D
Common Shares	03/04/2026		F		677(4)	D	$31.4	44,272	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	(5)	03/03/2026		A		11,837		(6)	(6)	Common Shares	11,837	$0	11,837	D
Performance Share Units	(1)	03/03/2026		M			1,215	(7)	(7)	Common Shares	1,215	$0	0	D
Performance Share Units	(1)	03/03/2026		M			2,309	(8)	(8)	Common Shares	2,309	$0	0	D
Restricted Stock Units	(3)	03/04/2026		M			2,187	(9)	(9)	Common Shares	2,187	$0	4,375	D

Explanation of Responses:

1. Performance share 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 performance share unit award.

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

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

5. Each restricted stock unit represents a contingent right to receive one common share of Axalta Coating Systems Ltd.

6. This restricted stock unit grant vests in three equal annual installments beginning on the first anniversary of the grant date.

7. Represents the vesting of a performance share unit award granted on February 28, 2023. The number of common shares issuable under the award may range from zero to 200% of the target number of performance share units (1,363) based upon the Company's achievement of relative total shareholder return during the relevant performance period as described in more detail in the Company's proxy statement filed with the SEC on April 24, 2024. Based upon the Company's achievement of such objective for such period, the performance share unit award vested at 89.07% of target.

8. Represents the vesting of a performance share unit award granted on February 28, 2023. The number of common shares issuable under the award may range from zero to 200% of the target number of performance share units (1,363) based upon the Company's achievement of Adjusted EBITDA during the relevant performance period as described in more detail in the Company's proxy statement filed with the SEC on April 24, 2024. Based upon the Company's achievement of such objective for such period, the performance share unit award vested at 169.4% of target.

9. On March 4, 2025, the reporting person was granted 6,562 restricted stock units, vesting in three equal annual installments beginning on March 4, 2026.

Remarks:

	/s/ Mark Sherman, attorney-in-fact	03/05/2026
	** 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).
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FAQ

What insider transactions did Axalta (AXTA) executive Anthony Massey report?

Anthony Massey reported equity award activity, including grants, vesting, and related share withholding. He received 11,837 restricted stock units, performance share units converted into common shares, and common shares were withheld at around $31–$32 to satisfy tax obligations tied to vesting.

How many Axalta (AXTA) restricted stock units were granted to Anthony Massey?

Massey was granted 11,837 restricted stock units, each representing a contingent right to one Axalta common share. According to the disclosures, this restricted stock unit grant vests in three equal annual installments beginning on the first anniversary of the grant date.

How did Axalta (AXTA) performance share units affect Anthony Massey’s share ownership?

Performance share units granted on February 28, 2023 vested and converted into Axalta common shares on a one-for-one basis. Vesting occurred at 89.07% and 169.4% of a 1,363-unit target, based on total shareholder return and Adjusted EBITDA objectives described in the company’s proxy statement.

Were any of Anthony Massey’s Axalta (AXTA) shares sold on the open market?

The reported dispositions used transaction code F, indicating shares were withheld to cover tax obligations on vesting rather than open-market sales. Shares were delivered back to the company at prices around $31.40 and $31.68 to satisfy tax withholding requirements.

What is Anthony Massey’s Axalta (AXTA) share ownership after these Form 4 transactions?

After the reported transactions, Massey directly owned 44,272 Axalta common shares and 4,375 restricted stock units. These figures reflect equity awards that vested, derivative conversions into common shares, and shares withheld to pay taxes related to the vesting events.

How do Axalta (AXTA) restricted stock units and performance share units convert for Anthony Massey?

Both restricted stock units and performance share units convert into Axalta common shares on a one-for-one basis. Vesting is tied to time-based schedules for restricted units and to company performance metrics, such as relative total shareholder return and Adjusted EBITDA, for performance units.