INGR Form 4: SVP David Seip allocated phantom stock based on $122.12 close

Rhea-AI Filing Summary

Ingredion Inc (INGR) reporting person: David Eric Seip, SVP, Global Ops and CSCO, acquired phantom stock under the company's SERP on 09/30/2025. The Form 4 shows a transaction coded A (acquisition) for Phantom Stock with a reported unit amount of 9.097 and an attributed price of $122.12. The filing lists 9,100.5431 shares as the amount of common stock beneficially owned following the reported transaction. The explanatory note states these figures represent the aggregate number of phantom stock shares allocated based on the closing price of Ingredion common stock on September 30, 2025, and that each phantom stock unit represents the right to receive one share of common stock.

Positive

• Compensatory grant disclosed: The Form 4 clearly reports a SERP-based phantom stock allocation on 09/30/2025, satisfying Section 16 reporting requirements
• Full explanatory note included: Filing explains calculation basis (closing price) and that each unit represents the right to receive one share

Negative

• None.

Insights

Financial Analyst

TL;DR: Insider received phantom stock units as executive compensation; the transaction is compensatory and not a market sale.

The Form 4 discloses a compensatory allocation under the SERP on 09/30/2025 to an executive officer. The disclosed unit amount (9.097) and the attached per-share price ($122.12) are presented alongside a stated beneficial ownership total of 9,100.5431 shares following the allocation. This is a routine, non-cash equity-linked award that increases the reporting person's exposure to the company's stock price without an immediate open-market purchase or sale. There are no indications of disposition or trading that would signal liquidity events or insider selling pressure.

Corporate Governance Expert

TL;DR: Disclosure is standard for SERP-based phantom stock grants; documentation appears complete for Section 16 reporting.

The filing contains the required details: reporting person identity and role, transaction date (09/30/2025), transaction code (A), and a narrative explaining the nature of the grant. The signature block is present and dated 10/01/2025 by an attorney-in-fact. From a compliance perspective, the Form 4 provides the essential facts for investor and regulator review of insider compensation. The entry describes rights to future common shares via phantom units rather than immediate share issuance.

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).

1. Name and Address of Reporting Person^*

Seip David Eric

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, Global Ops and CSCO

3. Date of Earliest Transaction (Month/Day/Year)
09/30/2025

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

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
Phantom Stock	(1)	09/30/2025		A		9.097		(1)	(1)	Common Stock	9.097	$122.12	9,100.5431	D

Explanation of Responses:

1. Represents the aggregate number of shares of phantom stock allocated to the reporting person under the SERP as of the date hereof based on the closing price of a share of the issuer's Common Stock on September 30, 2025. Each phantom stock unit represents the right to receive one share of common stock.

	Michael N. Levy, attorney-in-fact	10/01/2025
	** 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.
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.

FAQ

What insider transaction did David Eric Seip report on Form 4 for INGR?

The Form 4 reports an acquisition (code A) of Phantom Stock under the company SERP on 09/30/2025.

How many phantom stock units were recorded in the Form 4 for INGR?

The filing shows a reported unit amount of 9.097 and states 9,100.5431 shares as beneficially owned following the transaction.

What price was used to calculate the phantom stock allocation on the INGR Form 4?

The Form 4 lists a price of $122.12, noted as the closing price used for the allocation calculation on September 30, 2025.

Does the Form 4 indicate an actual sale or open-market purchase of Ingredion shares?

No; the filing documents a phantom stock allocation (a compensatory unit) rather than an open-market sale or purchase of shares.

Who signed the Form 4 for the reporting person and when?

The signature block shows Michael N. Levy, attorney-in-fact with a signature date of 10/01/2025.