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Celanese (CE) director Koenig awarded 2,975 RSUs as 1,013 shares withheld for taxes

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Celanese Corp director Michael Koenig reported routine equity compensation activity. On May 11, 2026, he acquired 2,975 shares of Common Stock as a grant/award of restricted stock units with no cash paid per share. According to the footnotes, these units were granted under the Company’s Amended and Restated 2018 Global Incentive Plan and will vest in full on the one-year anniversary of the grant date.

On May 9, 2026, 1,013 shares of Common Stock were disposed of at $57.51 per share to cover taxes due upon vesting and settlement of performance-based restricted stock units, a non-market tax-withholding transaction. After these transactions, Koenig directly holds 8,320 shares of Celanese common stock.

Positive

  • None.

Negative

  • None.

Insights

Routine equity grants and tax withholding with limited market signal.

The Form 4 shows Michael Koenig, a director of Celanese Corp, receiving an annual equity grant of 2,975 restricted stock units at $0.00 per share under the Amended and Restated 2018 Global Incentive Plan. These units vest in full one year after the grant date.

A separate transaction on May 9, 2026 disposed of 1,013 shares at $57.51 per share to cover tax obligations on vesting of performance-based restricted stock units. Footnote language confirms this was a tax-withholding disposition, not an open-market sale. Following these events, Koenig directly holds 8,320 shares of common stock, indicating routine compensation-related activity rather than a directional view on the stock.

Insider Koenig Michael
Role null
Type Security Shares Price Value
Grant/Award Common Stock 2,975 $0.00 --
Tax Withholding Common Stock 1,013 $57.51 $58K
Holdings After Transaction: Common Stock — 8,320 shares (Direct, null)
Footnotes (1)
  1. Shares withheld for the payment of taxes on the vesting and settlement of performance-based restricted stock units. 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 grant.
RSU grant 2,975 shares Annual restricted stock unit grant on May 11, 2026
Grant price $0.00 per share Equity award, no cash consideration
Tax-withheld shares 1,013 shares Withheld on May 9, 2026 for tax obligations
Tax-withholding price $57.51 per share Value of shares used to satisfy tax liability
Post-transaction holdings 8,320 shares Common stock held directly after the latest transaction
restricted stock units financial
"Annual grant of restricted stock units pursuant to the Company's Amended and Restated 2018 Global Incentive Plan."
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.
performance-based restricted stock units financial
"Shares withheld for the payment of taxes on the vesting and settlement of performance-based restricted stock units."
Performance-based restricted stock units are a type of employee equity award that converts into company shares only if predefined financial or operational targets are met over a set period. Think of it like a bonus check that becomes stock only when specific goals are hit; it ties pay to results, aligning managers’ incentives with shareholders. Investors care because these awards affect future share count, executive incentives, and signal how management’s success will be measured and rewarded.
tax-withholding disposition financial
"transaction_action": "tax-withholding disposition""
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
Amended and Restated 2018 Global Incentive Plan financial
"Annual grant of restricted stock units pursuant to the Company's Amended and Restated 2018 Global Incentive Plan."
SEC Form 4
FORM 4UNITED 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*
Koenig Michael

(Last)(First)(Middle)
C/O CELANESE CORPORATION
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)
XDirector10% 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)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock05/09/2026F1,013(1)D$57.515,345D
Common Stock05/11/2026A2,975(2)A$08,320D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Shares withheld for the payment of taxes on the vesting and settlement of performance-based restricted stock units.
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 grant.
Remarks:
/s/ Blake Feikema, Attorney-in-Fact for Michael Koenig05/13/2026
** Signature of Reporting PersonDate
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 Michael Koenig report?

Michael Koenig reported two transactions: an acquisition of 2,975 shares as a restricted stock unit grant at $0.00 per share and a disposition of 1,013 shares at $57.51 per share for tax withholding on vested performance-based units.

Did Michael Koenig buy or sell Celanese (CE) shares on the open market?

The filing does not show open-market buying or selling. Koenig received 2,975 shares as an equity grant and 1,013 shares were withheld at $57.51 per share solely to pay taxes on vesting, a non-market tax-withholding transaction.

How many Celanese (CE) shares does Michael Koenig hold after these transactions?

After the reported transactions, Michael Koenig directly holds 8,320 shares of Celanese common stock. This figure reflects his position following the 2,975-share restricted stock unit grant and the 1,013-share tax-withholding disposition tied to vested performance-based units.

What is the nature of the 2,975-share grant reported by Celanese (CE) director Koenig?

The 2,975-share transaction is an annual grant of restricted stock units under Celanese’s Amended and Restated 2018 Global Incentive Plan. Footnotes state these units vest in full on the one-year anniversary of the grant date, representing standard director equity compensation.

Why were 1,013 Celanese (CE) shares disposed of at $57.51 in Koenig’s Form 4?

The 1,013-share disposition at $57.51 per share was for tax withholding. Footnotes explain the shares were withheld to pay taxes due upon vesting and settlement of performance-based restricted stock units, rather than being sold in an open-market transaction.