Ingredion (NYSE: INGR) director files Form 4/A for stock grant and tax adjustment

Rhea-AI Filing Summary

Ingredion Inc. director reported routine equity transactions in company stock. On 12/05/2025, the director received 371.402 shares of common stock at $107.7 per share as part of the annual retainer for outside directors. On the same date, 171.262 shares were withheld at $107.7 per share to cover applicable taxes, and 0.14 fractional shares were settled in cash. After these transactions, the director beneficially owned 13,033.3544 shares directly and 5,937 shares indirectly through Cafedan Investments Ltd Trust. The amendment notes a correction to the amount attributable to the tax adjustment and that holdings include restricted stock units acquired through deemed dividend reinvestment.

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^*

Uribe Jorge A.

(Last) (First) (Middle)

5 WESTBROOK CORPORATE CENTER

(Street)

WESTCHESTER IL 60154

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Ingredion Inc [ INGR ]

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)
12/05/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)
12/09/2025

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	12/05/2025		A		371.402(1)	A	$107.7	13,204.7564	D
Common Stock	12/05/2025		F		171.262(2)	D	$107.7	13,033.4944	D
Common Stock	12/05/2025		S		0.14(3)	D	$107.7	13,033.3544(4)	D
Common Stock								5,937	I	Through Cafedan Investments Ltd Trust

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

Explanation of Responses:

1. These are shares of common stock issued to the Company's outside directors as part of their annual retainer.

2. Shares withheld to pay applicable taxes.

3. Fractional shares settled in cash.

4. Includes restricted stock units ("RSUs") acquired through deemed dividend reinvestment. RSUs acquired through deemed dividend reinvestment vest on the dates when the RSUs with respect to which they are deemed dividends vest.

Remarks:

Amended to reflect the corrected amount attributable to the tax adjustment.

	Michael N. Levy, attorney-in-fact	12/10/2025
	** 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 transaction did Ingredion (INGR) report in this Form 4/A?

The filing shows a director received 371.402 shares of Ingredion Inc. common stock on 12/05/2025 as part of the annual retainer for outside directors, with related tax withholding and a small cash settlement of fractional shares.

How many Ingredion (INGR) shares does the director beneficially own after these transactions?

Following the reported transactions, the director beneficially owns 13,033.3544 shares directly and 5,937 shares indirectly through Cafedan Investments Ltd Trust.

Why was this Ingredion (INGR) Form 4/A filed as an amendment?

The report states it was amended to reflect the corrected amount attributable to the tax adjustment related to the shares withheld for taxes.

What do the 171.262 Ingredion (INGR) shares marked with transaction code "F" represent?

The 171.262 shares with transaction code "F" are shares withheld to pay applicable taxes in connection with the stock issued as part of the director's annual retainer.

What is the significance of the 0.14 Ingredion (INGR) shares noted as fractional shares?

The 0.14 shares are fractional shares settled in cash, indicating that a very small fractional position was cashed out rather than held as stock.

How are restricted stock units mentioned in this Ingredion (INGR) insider filing?

The filing notes that the reported holdings include restricted stock units (RSUs) acquired through deemed dividend reinvestment, which vest on the same dates as the related RSUs.