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[Form 4] Celanese Corporation Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4
Rhea-AI Filing Summary

Celanese Corporation director Jay V. Ihlenfeld reported an acquisition of phantom stock units tied to the company’s common shares. The Form 4 shows a transaction dated 08/11/2025 in which 10,227.219 units of phantom stock were acquired, with an associated figure of $47.42 shown in the table. Each phantom stock unit represents the right to receive one share of Celanese common stock.

These phantom units are described as dividend equivalents under the company’s 2008 Deferred Compensation Plan and are payable in shares of common stock as provided by the Plan following the termination of the reporting person’s service as a director. The filing identifies Ihlenfeld as a director and the Form is filed by one reporting person.

Positive
  • None.
Negative
  • None.

Insights

TL;DR Director received deferred-compensation phantom stock that converts to shares upon departure; appears routine and non-voting.

The reported 10,227.219 phantom stock units represent dividend equivalents credited under Celanese’s 2008 Deferred Compensation Plan and convert to common stock upon the director’s termination of service. This is a compensation-related grant recorded on Form 4 rather than an open-market purchase or sale. As such, it signals alignment of compensation with equity value but is a routine director compensation event rather than a material corporate action.

TL;DR Deferred dividend-equivalent units valued at $47.42 per unit were added to a director’s deferral account; this is typical for long-term compensation plans.

The Form 4 lists an acquisition designation for 10,227.219 phantom stock units with a table value of $47.42. The filing’s explanation explicitly describes these as dividend equivalents under the company’s deferred compensation plan that will be paid in shares after service termination. From a pay-structure perspective, this is consistent with aligning long-term director pay with shareholder outcomes and does not reflect current cash payouts or trading activity.

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*
IHLENFELD JAY V

(Last) (First) (Middle)
C/O CELANESE CORPORATION
222 W. LAS COLINAS BLVD., SUITE 900N

(Street)
IRVING TX 75039-5421

(City) (State) (Zip)
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)
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
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 (1) 08/11/2025 A 6.47 (2) (2) Common Stock 6.47 $47.42 10,227.219 D
Explanation of Responses:
1. Each share of phantom stock represents the right to receive one share of Common Stock.
2. The reported phantom stock represents dividend equivalents on compensation deferred under the Company's 2008 Deferred Compensation Plan (the "Plan"). The shares of phantom stock become payable in shares of Common Stock, as provided in the Plan, following the termination of the reporting person's service as a director of the Company.
Remarks:
/s/ Christine Dryden, Attorney-in-Fact for Jay V. Ihlenfeld 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 did Jay V. Ihlenfeld acquire according to the Form 4 for CE?

The filing reports an acquisition of 10,227.219 phantom stock units tied to Celanese common stock.

When was the transaction for the phantom stock reported on Form 4 (CE)?

The table lists the transaction date as 08/11/2025.

What does each phantom stock unit represent in the Celanese Form 4?

Each phantom stock unit represents the right to receive one share of Celanese common stock.

Why were these phantom stock units issued to the director (CE)?

The filing states they are dividend equivalents on compensation deferred under the company’s 2008 Deferred Compensation Plan.

How and when will the phantom stock units be payable?

The units become payable in shares of common stock as provided in the Plan following termination of the reporting person’s service as a director.
Celanese Corp Del

NYSE:CE

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CE Stock Data

4.52B
109.02M
0.43%
107.35%
6.16%
Chemicals
Plastic Material, Synth Resin/rubber, Cellulos (no Glass)
Link
United States
IRVING