Goodyear (GT) HR chief gains common stock as RSUs vest and taxes paid

Rhea-AI Filing Summary

Goodyear Tire & Rubber’s Senior VP & Chief HR Officer Nicole Gray reported stock-based compensation activity tied to prior equity awards. On March 1, 2026, she acquired 15,080 shares of common stock through the vesting and conversion of Restricted Stock Units granted in 2024 and 2025.

To cover withholding taxes, 6,840 common shares were disposed of at $8.25 per share, with the shares withheld by the company rather than sold in the open market. After these transactions, Gray continued to hold a significant remaining common stock position directly.

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^*

Gray Nicole

(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)
	Senior VP & Chief HR Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

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	03/01/2026		M		15,080	A	$0	24,508	D
Common Stock	03/01/2026		F(1)		6,840	D	$8.25	17,668	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 Restricted Stock Units	(2)	03/01/2026		M			12,258	(2)	(2)	Common Stock	12,258	$0	24,514	D
2022 Plan Restricted Stock Units	(3)	03/01/2026		M			2,822	(3)	(3)	Common Stock	2,822	$0	2,822	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 vesting and conversion of one-third of the Restricted Stock Units ("RSUs") granted February 24, 2025.

3. This Form 4 reports the vesting and conversion of one-third of the Restricted Stock Units ("RSUs") granted February 26, 2024.

Remarks:

	/s/ Daniel T Young, signing as an attorney-in-fact and agent duly authorized to execute this Form 4 on behalf of Nicole Gray pursuant to a Power of Attorney dated 6/19/24, a copy of which has been previously filed with the SEC.	03/03/2026
	** 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 did Nicole Gray report in this Goodyear (GT) Form 4 filing?

Nicole Gray reported RSU vesting that converted into 15,080 common shares and a related tax-withholding share disposition. The activity reflects routine equity compensation events under Goodyear’s 2022 plan, not an open-market purchase or sale.

How many Goodyear (GT) shares were disposed of for taxes in this Form 4?

The filing shows 6,840 Goodyear common shares disposed of at $8.25 per share to satisfy withholding taxes. The footnote clarifies these shares were withheld by the issuer for tax payment rather than sold on the open market.

What equity awards vested for Nicole Gray at Goodyear (GT)?

The Form 4 reports vesting and conversion of one-third of RSUs granted on February 26, 2024 and February 24, 2025. These Restricted Stock Units converted into Goodyear common stock as part of scheduled long-term incentive compensation.

Is Nicole Gray’s Goodyear (GT) Form 4 a buy or a sale of stock?

The Form 4 reflects RSU vesting and conversion, plus a tax-withholding disposition. It does not report an open-market buy or sell; instead, shares were issued from equity awards and some were withheld by Goodyear to cover taxes.

How many Goodyear (GT) shares does Nicole Gray hold after these transactions?

After the reported transactions, Nicole Gray directly held 17,668 shares of Goodyear common stock. This figure reflects the RSU conversions and the shares withheld for tax obligations on March 1, 2026.