Celanese (CE) director Kuehn logs stock grant and 3,376-share phantom deferral

Rhea-AI Filing Summary

Celanese Corp director Christopher J. Kuehn reported equity compensation and a deferral election, not open-market trading. On May 11, he received 2,975 shares of Common Stock as a grant with a reported price of $0.00 per share, leaving him with 2,975 Common shares directly owned.

On May 9, 3,376 Restricted Stock Units vested, and instead of taking delivery of 3,376 Common shares, he exchanged them for 3,376 shares of phantom stock under Celanese’s 2008 Deferred Compensation Plan. Each phantom stock share represents the right to receive one Common share, payable in stock at a later date or upon his termination as a director.

Insights

Equity compensation analyst

Routine director equity grant and deferral, with no open‑market trades.

Christopher J. Kuehn, a director of Celanese Corp, reported standard equity compensation activity. He received a grant of 2,975 shares of Common Stock at a stated price of $0.00 per share, reflecting a stock-based award rather than a purchase.

Separately, 3,376 Restricted Stock Units vested and were immediately deferred into 3,376 shares of phantom stock under the company’s 2008 Deferred Compensation Plan. This converts settled equity into a bookkeeping claim that tracks the stock price and will be paid in shares of Common Stock at a future date or upon his board service ending.

No open-market buying or selling occurred; one transaction is a disposition of 3,376 Common shares back to the issuer in exchange for the same number of phantom stock units. From an investor standpoint, these are routine compensation and deferral choices, not signals about the director’s view of the stock.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Kuehn Christopher J

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	2,975	$0.00	--
Grant/Award	Phantom Stock	3,376	$0.00	--
Disposition	Common Stock	3,376	$0.00	--

Holdings After Transaction: Common Stock — 2,975 shares (Direct, null); Phantom Stock — 3,376 shares (Direct, null)

Footnotes (1)

1. Upon vesting of 3,376 Restricted Stock Units granted to the reporting person on May 9, 2025, the reporting person deferred the receipt of 3,376 shares of Common Stock and received instead 3,376 shares of phantom stock pursuant to the Company's 2008 Deferred Compensation Plan (the "Plan"). As a result, the reporting person is reporting the disposition of 3,376 shares of Common Stock in exchange for an equal number of shares of phantom stock. Annual grant of restricted stock units pursuant to the Company's Amended and Restated 2018 Global Incentive Plan. The restricted stock units vest in full on the one-year anniversary of the date of the grant. The reporting person has elected that upon vesting of the restricted stock units, receipt of the shares of Common Stock be deferred under the Company's 2008 Deferred Compensation Plan; accordingly, upon vesting, the reporting person will instead receive an equal number of shares of phantom stock. As provided in the Company's 2008 Deferred Compensation Plan, the phantom stock becomes payable in shares of Common Stock upon the earlier of the date previously elected by the reporting person to receive payment or the termination of the reporting person's service as a director of the Company. Each share of phantom stock represents the right to receive one share of Common Stock. The shares of phantom stock become payable in shares of Common Stock, as provided in the Plan.

Key Figures

Common Stock grant: 2,975 shares Common shares after grant: 2,975 shares RSUs vested and deferred: 3,376 shares +1 more

4 metrics

Common Stock grant 2,975 shares Equity grant on May 11, 2026 at $0.00 per share

Common shares after grant 2,975 shares Total Common Stock directly held following May 11, 2026 grant

RSUs vested and deferred 3,376 shares Restricted Stock Units vested May 9, 2026 and exchanged

Phantom stock acquired 3,376 shares Phantom stock credited under 2008 Deferred Compensation Plan

Key Terms

phantom stock, Restricted Stock Units, Deferred Compensation Plan, disposition to issuer

4 terms

phantom stock financial

"received instead 3,376 shares of phantom stock pursuant to the Company's 2008 Deferred Compensation Plan"

A phantom stock is a form of compensation that gives employees or executives the benefits of stock ownership, such as the increase in stock value, without actually giving them real shares. It acts like a promise to pay the employee the equivalent value of company stock later, often as a bonus or incentive. This allows companies to motivate and reward staff without diluting ownership or transferring actual shares.

Restricted Stock Units financial

"Upon vesting of 3,376 Restricted Stock Units granted to the reporting person on May 9, 2025"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Deferred Compensation Plan financial

"received instead 3,376 shares of phantom stock pursuant to the Company's 2008 Deferred Compensation Plan"

A deferred compensation plan is an arrangement where an employer agrees to pay part of an employee’s pay or bonus at a later date instead of immediately, often to reduce current tax bills or to tie rewards to long-term performance. For investors it matters because these promises create future cash obligations and influence executive incentives and retention; they can affect a company’s reported liabilities, cash flow planning and the risk profile if the business faces financial trouble.

disposition to issuer financial

"the reporting person is reporting the disposition of 3,376 shares of Common Stock in exchange for an equal number of shares of phantom stock"

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^*

Kuehn Christopher J

(Last) (First) (Middle)

C/O CELANESE CORPORATION

222 W. LAS COLINAS BLVD., SUITE 900N

(Street)

IRVING TEXAS 75039

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Celanese Corp [ CE ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/09/2026

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

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

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

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 Stock	05/09/2026		D		3,376	D	(1)	0	D
Common Stock	05/11/2026		A		2,975(2)	A	$0	2,975	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
Phantom Stock	(3)	05/09/2026		A		3,376		(4)	(4)	Common Stock	3,376	$0	3,376	D

Explanation of Responses:

1. Upon vesting of 3,376 Restricted Stock Units granted to the reporting person on May 9, 2025, the reporting person deferred the receipt of 3,376 shares of Common Stock and received instead 3,376 shares of phantom stock pursuant to the Company's 2008 Deferred Compensation Plan (the "Plan"). As a result, the reporting person is reporting the disposition of 3,376 shares of Common Stock in exchange for an equal number of shares of phantom stock.

2. Annual grant of restricted stock units pursuant to the Company's Amended and Restated 2018 Global Incentive Plan. The restricted stock units vest in full on the one-year anniversary of the date of the grant. The reporting person has elected that upon vesting of the restricted stock units, receipt of the shares of Common Stock be deferred under the Company's 2008 Deferred Compensation Plan; accordingly, upon vesting, the reporting person will instead receive an equal number of shares of phantom stock. As provided in the Company's 2008 Deferred Compensation Plan, the phantom stock becomes payable in shares of Common Stock upon the earlier of the date previously elected by the reporting person to receive payment or the termination of the reporting person's service as a director of the Company.

3. Each share of phantom stock represents the right to receive one share of Common Stock.

4. The shares of phantom stock become payable in shares of Common Stock, as provided in the Plan.

Remarks:

	/s/ Blake Feikema, Attorney-in-Fact for Christopher J. Kuehn	05/13/2026
	** 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.
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did Celanese (CE) director Christopher J. Kuehn report?

Christopher J. Kuehn reported receiving 2,975 shares of Celanese Common Stock as an equity grant and exchanging 3,376 vested RSUs for 3,376 shares of phantom stock. These actions reflect compensation and deferral elections, not open-market buying or selling of Celanese shares.

Did Christopher J. Kuehn buy or sell Celanese (CE) stock in the open market?

He did not buy or sell shares in the open market. The filing shows a grant of 2,975 Common shares at $0.00 per share and a non-cash exchange of 3,376 vested RSUs for 3,376 phantom stock units under Celanese’s deferred compensation plan.

What is the significance of the 2,975-share Common Stock grant to Celanese (CE) director Kuehn?

The 2,975-share Common Stock grant represents stock-based compensation, not a market purchase. It increased his directly held Common Stock to 2,975 shares. Such annual restricted stock unit or share awards are a typical part of director compensation programs at many public companies, including Celanese.

What does Kuehn’s 3,376-share phantom stock award at Celanese (CE) represent?

The 3,376 phantom stock shares represent a right to receive an equal number of Celanese Common shares later. They were issued when 3,376 Restricted Stock Units vested and were deferred under the 2008 Deferred Compensation Plan instead of being settled in immediate Common Stock delivery.

How did Kuehn’s ownership position in Celanese (CE) change after these transactions?

After the transactions, Kuehn directly held 2,975 shares of Celanese Common Stock from the new grant and 3,376 shares of phantom stock. The phantom stock will ultimately be paid in Common shares at a future date or upon his termination as a director, per the plan terms.