Ingredion (NYSE: INGR) director Victoria Reich receives 1,797 RSU award

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Ingredion Inc director Victoria Reich received an equity grant in the form of 1,797 shares of common stock on May 20, 2026, recorded at $107.34 per share. This award consists of restricted stock units (RSUs) issued under the company’s stock incentive plan for outside directors as part of their annual retainer.

One portion of the grant covers service from April 1, 2026 to May 19, 2026, and the remaining portion represents the 2026 annual equity retainer tied to the stockholder meeting cycle. Each RSU will settle in one share of common stock and is scheduled to vest on May 19, 2027, subject to possible accelerated vesting in limited circumstances. After this grant, Reich directly holds 21,926.913 shares, including RSUs acquired through deemed dividend reinvestment.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider REICH VICTORIA

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	1,797	$107.34	$193K

Holdings After Transaction: Common Stock — 21,926.913 shares (Direct, null)

Footnotes (1)

These are restricted stock units ("RSUs") issued under the Ingredion Incorporated Stock Incentive Plan to the Company's outside directors as part of their annual retainer (as further described in Exhibit 10.26 to the Company's Annual Report on Form 10-K for the year ended December 31, 2025, filed on February 17, 2026). One portion of this grant covers the period from April 1, 2026 to May 19, 2026, and the remaining portion represents the full value of the outside directors' 2026 annual equity retainer, reflecting the Company's shift in 2026 from a calendar-year basis for director stock compensation to a twelve-month cycle aligned with the annual stockholder meeting. The RSUs may be settled only in shares of common stock (one share per RSU) and will vest on May 19, 2027, subject to the Committee's discretion to accelerate vesting upon an outside director's retirement, death, disability, or a Change in Control. Includes 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.

Key Figures

RSUs granted: 1,797 shares Grant price per share: $107.34 per share Total holdings after grant: 21,926.913 shares +2 more

5 metrics

RSUs granted 1,797 shares Restricted stock units awarded on May 20, 2026

Grant price per share $107.34 per share Recorded value for RSU grant

Total holdings after grant 21,926.913 shares Direct holdings including RSUs after transaction

RSU vesting date May 19, 2027 Scheduled vesting for 1,797 RSUs

Service period portion April 1, 2026–May 19, 2026 Part of grant covers this director service period

Key Terms

restricted stock units ("RSUs"), Ingredion Incorporated Stock Incentive Plan, deemed dividend reinvestment, annual equity retainer, +1 more

5 terms

restricted stock units ("RSUs") financial

"These are restricted stock units ("RSUs") issued under the Ingredion Incorporated Stock Incentive Plan"

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

Ingredion Incorporated Stock Incentive Plan financial

"RSUs issued under the Ingredion Incorporated Stock Incentive Plan to the Company's outside directors"

deemed dividend reinvestment financial

"Includes RSUs acquired through deemed dividend reinvestment."

annual equity retainer financial

"represents the full value of the outside directors' 2026 annual equity retainer"

Change in Control financial

"subject to the Committee's discretion to accelerate vesting upon an outside director's retirement, death, disability, or a Change in Control."

A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.

Form 4 Insider Transactions: What Each Field Means →

05/22/2026 - 02:31 PM

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
Estimated average burden
hours per response:			0.5

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^*

REICH VICTORIA

(Last)

(First)

(Middle)

5 WESTBROOK CORPORATE CENTER

(Street)

WESTCHESTER

ILLINOIS

60154

(City)

(State)

(Zip)

UNITED STATES

(Country)

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)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/20/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/20/2026		A		1,797⁽¹⁾	A	$107.34	21,926.913⁽²⁾	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. These are restricted stock units ("RSUs") issued under the Ingredion Incorporated Stock Incentive Plan to the Company's outside directors as part of their annual retainer (as further described in Exhibit 10.26 to the Company's Annual Report on Form 10-K for the year ended December 31, 2025, filed on February 17, 2026). One portion of this grant covers the period from April 1, 2026 to May 19, 2026, and the remaining portion represents the full value of the outside directors' 2026 annual equity retainer, reflecting the Company's shift in 2026 from a calendar-year basis for director stock compensation to a twelve-month cycle aligned with the annual stockholder meeting. The RSUs may be settled only in shares of common stock (one share per RSU) and will vest on May 19, 2027, subject to the Committee's discretion to accelerate vesting upon an outside director's retirement, death, disability, or a Change in Control.

2. Includes 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.

	Michael N. Levy, attorney-in-fact	05/22/2026
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did Ingredion (INGR) director Victoria Reich report in this Form 4?

Victoria Reich reported receiving 1,797 restricted stock units of Ingredion common stock as a director equity award. The grant reflects her 2026 annual retainer and partial prior service period, increasing her direct holdings to 21,926.913 shares including RSUs from dividend reinvestment.

Is the Ingredion (INGR) Form 4 transaction a market purchase or sale?

The Form 4 reports an acquisition coded as “A,” meaning a grant or award, not a market trade. Reich received 1,797 RSUs under Ingredion’s stock incentive plan for outside directors as part of her annual equity retainer compensation, with no open-market buying or selling.

When do Victoria Reich’s new Ingredion (INGR) RSUs vest and how are they settled?

The 1,797 restricted stock units are scheduled to vest on May 19, 2027. Upon vesting, they may be settled only in shares of Ingredion common stock on a one-for-one basis, meaning each RSU converts into one share, subject to specified accelerated vesting circumstances.

What service period does the new Ingredion (INGR) RSU grant cover for director Reich?

One portion of the RSU grant covers the period from April 1, 2026 to May 19, 2026. The remaining portion represents the full value of the outside directors’ 2026 annual equity retainer, aligned with Ingredion’s annual stockholder meeting-based compensation cycle for directors.

How many Ingredion (INGR) shares does director Victoria Reich hold after this grant?

Following the grant, Reich directly holds 21,926.913 shares of Ingredion common stock. This total includes restricted stock units acquired through deemed dividend reinvestment, which vest on the same dates as the underlying RSUs from which those deemed dividends arise.

What special vesting provisions apply to Victoria Reich’s new Ingredion (INGR) RSUs?

The RSUs generally vest on May 19, 2027, but the committee may accelerate vesting in specific cases. These include an outside director’s retirement, death, disability, or a defined Change in Control, providing limited circumstances where vesting can occur earlier than the scheduled date.