Goodyear (GT) tech chief converts performance units and has shares withheld for taxes

Rhea-AI Filing Summary

The Goodyear Tire & Rubber Company senior vice president and chief technology officer Christopher P. Helsel reported equity award activity in company stock. On February 2, 2026, 23,865 common shares were acquired at an exercise price of $0 upon the conversion of 2022 Plan Performance Share Units, which are payable 100% in common stock.

On the same date, 11,530 common shares were withheld by the issuer at $9.33 per share to cover withholding taxes, as disclosed in the footnote. Following these transactions, Helsel directly beneficially owned 103,322 shares of Goodyear common stock.

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

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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^*

Helsel Christopher P

(Last) (First) (Middle)

200 INNOVATION WAY

(Street)

AKRON OH 44316

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
GOODYEAR TIRE & RUBBER CO /OH/ [ GT ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Sr VP & Chief Tech Ofcr

3. Date of Earliest Transaction (Month/Day/Year)
02/02/2026

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 Stock	02/02/2026		M		23,865	A	$0	114,852	D
Common Stock	02/02/2026		F(1)		11,530	D	$9.33	103,322	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
2022 Plan Performance Share Units(2)	(2)	02/02/2026		M			23,865	(2)	(2)	Common Stock	23,865	$0	0	D

Explanation of Responses:

1. Shares of common stock withheld by the issuer for the payment of withholding taxes.

2. This Form 4 reports the conversion of 96% of the base number of units granted, payable 100% in common stock.

Remarks:

	/s/ Daniel T. Young, signing as an attorney-in-fact and agent duly authorized to execute this Form 4 on behalf of Christopher P Helsel pursuant to a Power of Attorney dated 10/7/19, a copy of which has been previously filed with the SEC.	02/04/2026
	** 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 GT executive Christopher P. Helsel report on February 2, 2026?

Christopher P. Helsel reported the acquisition of 23,865 Goodyear common shares at an exercise price of $0 from 2022 Plan Performance Share Units, and the withholding of 11,530 shares at $9.33 per share to satisfy tax obligations, leaving him with 103,322 directly owned shares.

How many Goodyear (GT) shares does Christopher P. Helsel own after this Form 4?

After the reported transactions, Christopher P. Helsel directly beneficially owned 103,322 shares of Goodyear common stock. This figure reflects both the share issuance from performance units and the shares withheld by the issuer to cover withholding tax obligations on February 2, 2026.

What are the 2022 Plan Performance Share Units referenced in the GT Form 4 filing?

The 2022 Plan Performance Share Units are derivative awards that converted into Goodyear common stock. The Form 4 reports the conversion of 96% of the base number of units granted, payable 100% in common stock, resulting in 23,865 common shares acquired at an exercise price of $0 per share.

Why were 11,530 Goodyear (GT) shares withheld in Christopher P. Helsel’s Form 4?

A footnote explains that 11,530 Goodyear common shares were withheld by the issuer for the payment of withholding taxes. These shares were valued at $9.33 per share, and the withholding occurred in connection with the equity award conversion reported on February 2, 2026.

Did Christopher P. Helsel pay cash to acquire the 23,865 Goodyear (GT) shares?

The 23,865 Goodyear common shares were acquired at an exercise price of $0 per share, indicating they were issued upon conversion of performance share units rather than purchased for cash. This transaction is coded “M,” reflecting an equity award-related conversion event.

What position does Christopher P. Helsel hold at Goodyear (GT) according to this Form 4?

Christopher P. Helsel is identified as an officer of Goodyear, serving as Senior Vice President & Chief Technology Officer. The Form 4 indicates he is not a director and not a ten percent owner, but reports his transactions as a company officer under Section 16 rules.