Paul Fribourg Reports Share Sale and RSU Grant at IFF

Rhea-AI Filing Summary

Paul J. Fribourg, reported as a director of International Flavors & Fragrances Inc. (IFF), sold 15,450 shares and holds indirect beneficial ownership of 2,280,730 shares through Continental Grain Company. The filing also reports the grant of 2,281 restricted stock units (RSUs) that convert one-for-one into common stock and will vest on 05/01/2026. The RSUs are held directly by Mr. Fribourg and have a conversion price of $0.0000, meaning each RSU represents one share on vesting. The report includes an express disclaimer that Mr. Fribourg disclaims beneficial ownership of CGC-held shares except to the extent of his pecuniary interest.

Positive

• RSU grant of 2,281 aligns executive compensation with shareholder outcome through vesting on 05/01/2026
• Transparent disclosure of indirect ownership via Continental Grain Company and explicit disclaimer of beneficial ownership except for pecuniary interest

Negative

• Disposition of 15,450 common shares by the reporting person could be viewed negatively by some investors
• Indirect ownership concentration: 2,280,730 shares are held indirectly, which may limit clarity on direct voting control

Insights

Corporate Governance Expert

TL;DR: Routine insider disclosure showing a small open-market sale and typical executive equity awards; ownership largely indirect via Continental Grain.

The Form 4 discloses a 15,450-share disposition and a grant of 2,281 RSUs for Paul Fribourg. The indirect ownership of 2,280,730 shares via Continental Grain Company is explicitly disclaimed except for pecuniary interest, which is a common governance disclosure when control or influence is exercised through an entity. The RSU grant vesting on 05/01/2026 aligns with multi-year retention practices and the one-for-one conversion indicates straightforward equity compensation without performance contingencies disclosed here.

Securities/Fundamental Analyst

TL;DR: Insider sold a modest number of shares while receiving a small RSU award; reported holdings remain concentrated indirectly.

The reported sale of 15,450 shares is small relative to the 2,280,730 shares beneficially owned indirectly, suggesting the disposition is not a material reduction in stake based on the filing's figures. The RSU award of 2,281 shares is de minimis versus indirect holdings but increases direct alignment upon vesting. No derivative transactions or option exercises are reported. All figures are disclosed with standard disclaimers regarding indirect ownership.

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

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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^*

FRIBOURG PAUL J

(Last) (First) (Middle)

521 WEST 57TH STREET

(Street)

NEW YORK NY 10019

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
INTERNATIONAL FLAVORS & FRAGRANCES INC [ IFF ]

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)
09/02/2025

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								15,450	D
Common Stock								2,280,730	I	By Continental Grain Company(1)

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
Restricted Stock Units	(2)	09/02/2025		A		2,281		05/01/2026	(3)	Common Stock	2,281	$0.0000	2,281	D

Explanation of Responses:

1. Beneficial ownership of the shares owned by Continental Grain Company ("CGC") listed above, and which PaulFribourg may be deemed to beneficially own by virtue of his position as Chairman and Chief Executive Officer ofCGC, is expressly disclaimed by Paul Fribourg, except to the extent of his pecuniary interest.

2. The Restricted Stock Units ("RSUs") convert to Common Stock on a one-for-one basis.

3. The RSUs will vest on May 1, 2026.

	/s/ Chrystalla Potamitou, attorney in fact	09/03/2025
	** 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.
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FAQ

What did Paul J. Fribourg report in the IFF Form 4?

The filing reports a disposition of 15,450 common shares, indirect beneficial ownership of 2,280,730 shares via Continental Grain Company, and a grant of 2,281 RSUs that vest on 05/01/2026.

How many restricted stock units (RSUs) were granted to Paul Fribourg and when do they vest?

Mr. Fribourg was granted 2,281 RSUs, which convert one-for-one to common shares and will vest on 05/01/2026.

Does Paul Fribourg claim direct beneficial ownership of the 2,280,730 shares?

No. The filing states he expressly disclaims beneficial ownership of shares owned by Continental Grain Company except to the extent of his pecuniary interest.

Was any derivative security reported in this Form 4 for IFF?

Yes. The filing shows RSUs (a derivative-style award that converts to common stock) of 2,281; no options, puts, or calls were reported.

What is the reported price for the RSUs in the filing?

The RSUs are reported with a conversion price of $0.0000, indicating a one-for-one conversion to common stock upon vesting.