Wendell Weeks reports 815,028 shares and 221,495 PSUs on Form 4 (GLW)

Rhea-AI Filing Summary

Wendell P. Weeks, Chairman and CEO of Corning Inc. (GLW), reported Form 4 transactions dated 08/08/2025 showing both equity conversions and a small sale.

The filing shows conversion/issuance of 5,733 shares at no cash price (reflecting performance share units converting to common stock), and a disposition of 2,927 shares at $65.77. Following the reported transactions, Mr. Weeks beneficially owned 815,028 shares directly. The Form 4 also reports material derivative holdings of performance share units: 120,655 and 100,840 PSUs, plus the 5,733 PSUs that converted on 08/08/2025.

The filing disclaims beneficial ownership of certain shares held by his spouse and notes unitized holdings in the issuer's 401(k) plan as of July 31, 2025. PSUs have specified vesting schedules, including conversions subject to service-based vesting with vesting dates referenced as April 15, 2026 and April 15, 2027, and a multi-step vesting schedule for PSUs earned February 7, 2024.

Positive

• Conversion of 5,733 PSUs to common stock at $0 on 08/08/2025, reflecting compensation vesting
• Substantial direct ownership of 815,028 shares retained after transactions, indicating continued alignment with shareholders
• Material PSU holdings disclosed: 120,655 and 100,840 performance share units remain outstanding

Negative

• Disposition of 2,927 shares on 08/08/2025 at $65.77, representing an open-market sale
• Some holdings are indirect (spouse and unitized 401(k) plan), which reduces clarity on direct personal ownership proportions

Insights

Financial Analyst

TL;DR: Routine compensation-related equity conversion and a small open-market sale; substantial long-term ownership remains.

The Form 4 dated 08/08/2025 records the conversion of 5,733 PSUs into common stock at a $0 price and a sale of 2,927 shares at $65.77. Post-transaction direct beneficial ownership is reported as 815,028 shares, with additional exposure via 120,655 and 100,840 performance share units. These entries are consistent with executive compensation vesting and occasional liquidity events; they do not indicate a material shift in insider alignment with shareholders.

Corporate Governance Expert

TL;DR: Disclosure aligns with standard Section 16 reporting for vested awards and a small disposition; vesting schedules are clearly noted.

The filing discloses the nature and timing of PSUs and their conversion mechanics: PSUs represent contingent rights to one share each, certain earned PSUs remain restricted until April 15, 2026 or April 15, 2027, and PSUs earned February 7, 2024 follow a multi-step vesting schedule. The reporting person properly disclaims spousal ownership and identifies 401(k) unitized holdings. From a governance and compliance perspective, the Form 4 provides the required particulars without omission.

Insider Trade Summary

5,733 shares exercised/converted

Mixed 8 txns

Insider WEEKS WENDELL P

Role Chairman and CEO

Type	Security	Shares	Price	Value
Exercise	Performance Share Unit	5,733	$0.00	--
Exercise	Common Stock	5,733	$0.00	--
Tax Withholding	Common Stock	2,927	$65.77	$193K
holding	Performance Share Unit	--	--	--
holding	Performance Share Unit	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Performance Share Unit — 5,733 shares (Direct); Common Stock — 815,028 shares (Direct); Common Stock — 9,200 shares (Indirect, Held by Spouse)

Footnotes (1)

1. The reporting person disclaims beneficial ownership of all securities held by spouse. Ownership is represented by units held in a unitized stock fund through the issuer's 401(k) retirement plan as of July 31, 2025. Each performance share unit represents a contingent right to receive one share of Corning Incorporated common stock. Earned PSUs remain restricted until April 15, 2026, when they vest and convert to common stock, subject to service-based vesting requirement. Earned PSUs remain restricted until April 15, 2027, when they vest and convert to common stock, subject to service-based vesting requirement. The performance share units (PSUs) earned February 7, 2024 will vest 1/3 after 1 year from the February 8, 2023 grant date and 1/6 every 6 months thereafter until fully vested on the third anniversary of the grant date.

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
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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^*

WEEKS WENDELL P

(Last) (First) (Middle)

ONE RIVERFRONT PLAZA

(Street)

CORNING NY 14831

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CORNING INC /NY [ GLW ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/08/2025

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
Common Stock	08/08/2025		M		5,733	A	$0	815,028	D
Common Stock	08/08/2025		F		2,927	D	$65.77	812,101	D
Common Stock								9,200	I	Held by Spouse(1)
Common Stock								7,073.9417(2)	I	Held By Spouse - Emp. Ben. Plan(1)
Common Stock								11,660.6952(2)	I	Trustee U/employee Benefit Plan

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
Performance Share Unit	(3)							(4)	(4)	Common Stock	120,655		120,655	D
Performance Share Unit	(3)							(5)	(5)	Common Stock	100,840		100,840	D
Performance Share Unit	(3)	08/08/2025		M			5,733	(6)	(6)	Common Stock	5,733	$0	5,733	D

Explanation of Responses:

1. The reporting person disclaims beneficial ownership of all securities held by spouse.

2. Ownership is represented by units held in a unitized stock fund through the issuer's 401(k) retirement plan as of July 31, 2025.

3. Each performance share unit represents a contingent right to receive one share of Corning Incorporated common stock.

4. Earned PSUs remain restricted until April 15, 2026, when they vest and convert to common stock, subject to service-based vesting requirement.

5. Earned PSUs remain restricted until April 15, 2027, when they vest and convert to common stock, subject to service-based vesting requirement.

6. The performance share units (PSUs) earned February 7, 2024 will vest 1/3 after 1 year from the February 8, 2023 grant date and 1/6 every 6 months thereafter until fully vested on the third anniversary of the grant date.

	Melissa J. Gambol, Power of Attorney	08/12/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did Wendell P. Weeks report on Form 4 for GLW?

The Form 4 reports conversion/issuance of 5,733 shares (PSUs converting to common stock) and a sale of 2,927 shares at $65.77, dated 08/08/2025.

How many shares does Wendell P. Weeks beneficially own after the reported transactions?

Following the reported transactions, Mr. Weeks is shown as beneficially owning 815,028 shares directly.

What derivative holdings (PSUs) does the Form 4 disclose for Mr. Weeks?

The filing lists performance share units of 120,655 and 100,840, plus the 5,733 PSUs that converted on 08/08/2025.

When do the disclosed PSUs vest according to the filing?

The filing states earned PSUs remain restricted until April 15, 2026 or April 15, 2027, and PSUs earned February 7, 2024 vest over three years with specified milestones.

Does the filing indicate any spousal or retirement plan holdings?

Yes. The reporting person disclaims beneficial ownership of securities held by his spouse and notes units held in the issuer's 401(k) plan as of July 31, 2025.