Ingredion (INGR) director Charles Magro receives stock and phantom unit awards

Rhea-AI Filing Summary

Magro Charles V. reported acquisition or exercise transactions in this Form 4 filing.

Ingredion Inc director Charles V. Magro reported stock-based compensation awards, not open-market trades. He received 380 shares of common stock as a grant at an indicated price of $111.92 per share, increasing his direct common stock holdings to 9,479.802 shares.

He was also credited with 235 phantom stock units, each representing the right to receive one share of common stock, based on deferral of a cash retainer under the company’s Non-Qualified Deferred Compensation Plan. Footnotes explain these include restricted stock units issued as part of the outside directors’ annual retainer and RSUs from deemed dividend reinvestment, highlighting this filing as routine director compensation rather than a buy or sell decision.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Magro Charles V.

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Phantom Stock	235	$111.92	$26K
Grant/Award	Common Stock	380	$111.92	$43K

Holdings After Transaction: Phantom Stock — 235 shares (Direct); Common Stock — 9,479.802 shares (Direct)

Footnotes (1)

1. These are restricted stock units issued to the Company's outside directors as part of their annual retainer and are payable in stock no earlier than six months after resignation or retirement as a director and no later than ten years thereafter. 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. Represents the aggregate number of shares of phantom stock allocated to the reporting person based upon a deferral of a cash retainer under the Non-Qualified Deferred Compensation Plan as of the date hereof based on the closing price of a share of the issuer's Common Stock on March 31, 2026. Each phantom stock unit represents the right to receive one share of common stock.

Key Figures

Common stock grant: 380 shares Indicated share value: $111.92 per share Post-transaction holdings: 9,479.802 shares +1 more

4 metrics

Common stock grant 380 shares Awarded on March 31, 2026 as compensation

Indicated share value $111.92 per share Value used for March 31, 2026 awards

Post-transaction holdings 9,479.802 shares Ingredion common stock held directly after award

Phantom stock units 235 units Deferred compensation based on March 31, 2026 closing price

Key Terms

restricted stock units, phantom stock, Non-Qualified Deferred Compensation Plan, deemed dividend reinvestment

4 terms

restricted stock units financial

"These are restricted stock units issued to the Company's outside directors as part of their annual retainer"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

phantom stock financial

"Represents the aggregate number of shares of phantom stock allocated to the reporting person"

A phantom stock is a form of compensation that gives employees or executives the benefits of stock ownership, such as the increase in stock value, without actually giving them real shares. It acts like a promise to pay the employee the equivalent value of company stock later, often as a bonus or incentive. This allows companies to motivate and reward staff without diluting ownership or transferring actual shares.

Non-Qualified Deferred Compensation Plan financial

"under the Non-Qualified Deferred Compensation Plan as of the date hereof"

An arrangement where an employer agrees to pay part of an employee’s salary or bonus at a later date, often to attract or keep key staff. Think of it as a company IOU or a delayed paycheck held on the company’s books rather than in a protected retirement account; investors care because these promises create future cash obligations that are typically unsecured and depend on the company’s financial health, affecting risk, liabilities, and cash-flow planning.

deemed dividend reinvestment financial

"Includes restricted stock units ("RSUs") acquired through deemed dividend reinvestment."

Form 4 Insider Transactions: What Each Field Means →

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^*

Magro Charles V.

(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)
03/31/2026

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/31/2026		A		380(1)	A	$111.92	9,479.802(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Phantom Stock	(3)	03/31/2026		A		235		(3)	(3)	Common Stock	235	$111.92	235	D

Explanation of Responses:

1. These are restricted stock units issued to the Company's outside directors as part of their annual retainer and are payable in stock no earlier than six months after resignation or retirement as a director and no later than ten years thereafter.

2. 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.

3. Represents the aggregate number of shares of phantom stock allocated to the reporting person based upon a deferral of a cash retainer under the Non-Qualified Deferred Compensation Plan as of the date hereof based on the closing price of a share of the issuer's Common Stock on March 31, 2026. Each phantom stock unit represents the right to receive one share of common stock.

	Michael N. Levy, attorney-in-fact	04/02/2026
	** 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)

FAQ

What did Ingredion (INGR) director Charles V. Magro report in this Form 4?

Charles V. Magro reported receiving stock-based compensation awards, not market trades. He acquired 380 shares of common stock and 235 phantom stock units tied to deferred compensation and director retainers, increasing his direct ownership through routine equity-based pay.

How many Ingredion (INGR) common shares does Charles V. Magro hold after this filing?

After the grant, Charles V. Magro directly holds 9,479.802 shares of Ingredion common stock. This reflects the addition of 380 new shares awarded as compensation, as disclosed in the Form 4, and represents his updated post-transaction ownership position.

What are the details of the Ingredion (INGR) stock grant to Charles V. Magro?

Magro received a grant of 380 shares of Ingredion common stock at an indicated value of $111.92 per share. The filing classifies this as a compensation-related award, not an open-market purchase, and it increases his direct equity stake in the company.

What does the phantom stock reported by Charles V. Magro at Ingredion (INGR) represent?

The 235 phantom stock units represent deferred compensation under Ingredion’s Non-Qualified Deferred Compensation Plan. Each phantom unit corresponds to one share of common stock, based on the March 31, 2026 closing price, giving Magro a right to future share settlement.

Are the Ingredion (INGR) awards to Charles V. Magro part of director compensation?

Yes. Footnotes state these are restricted stock units issued to outside directors as part of their annual retainer, plus units from deemed dividend reinvestment. They are payable in stock after a director’s resignation or retirement, making them standard equity-based director compensation.

Did Charles V. Magro buy or sell Ingredion (INGR) shares in the market in this Form 4?

No market purchases or sales were reported. Both transactions are coded as awards (code A), reflecting grants of common stock and phantom stock units as compensation, rather than discretionary buying or selling of Ingredion shares on the open market.