INGR insider Form 4 shows SERP-based phantom stock award at $129.54

Rhea-AI Filing Summary

Ingredion insider allocation of phantom stock to SVP, CIO & Head of Prot. Fort. The Form 4 shows Michael J. Leonard received an allocation of phantom stock units under the company's SERP, with each unit representing the right to receive one share of Ingredion common stock. The allocation is recorded with a transaction date of 08/29/2025 and a reference price of $129.54 per share. Following the reported transaction the filing shows 339.485 shares beneficially owned directly by the reporting person. The filing was signed by an attorney-in-fact on 09/02/2025.

Positive

• Clear disclosure of a SERP-based phantom stock allocation with transaction date and reference price
• Specific post-transaction beneficial ownership reported as 339.485 shares, enhancing transparency

Negative

• None.

Insights

Compensation Analyst

TL;DR: Routine executive compensation allocation under SERP; documents phantom units tied to common stock price.

The Form 4 documents an allocation of phantom stock units to a senior officer under the company's Supplemental Executive Retirement Plan (SERP). The filing specifies the transaction date as 08/29/2025, notes a per-share reference price of $129.54, and reports 339.485 shares beneficially owned following the allocation. This is a non-derivative accounting of compensation-linked units rather than an open-market purchase or sale. For disclosure purposes, it clarifies the numeric impact on the officer's beneficial ownership and ties payout mechanics to common stock parity.

Corporate Governance Specialist

TL;DR: Disclosure is standard and compliant, showing SERP-based phantom stock award and resulting ownership change.

The filing appears to follow Section 16 reporting requirements, indicating the award was made pursuant to the SERP and each phantom unit equals one share. The statement provides the necessary transaction date and the aggregate units owned after the award (339.485). The signature by an attorney-in-fact is present. There is no indication in the form of unusual timing, related-party transactions, or other governance concerns disclosed within this document.

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
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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^*

Leonard Michael J

(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, CIO & Head of Prot. Fort.

3. Date of Earliest Transaction (Month/Day/Year)
08/29/2025

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)	08/29/2025		A		25.477		(1)	(1)	Common Stock	25.477	$129.54	339.485	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 August 29, 2025. Each phantom stock unit represents the right to receive one share of common stock.

	Michael N. Levy, attorney-in-fact	09/02/2025
	** 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 did the Form 4 for Ingredion (INGR) report on 08/29/2025?

The Form 4 reports a phantom stock allocation under the SERP to Michael J. Leonard with transaction date 08/29/2025.

How many phantom units or shares were reported after the transaction?

The filing shows 339.485 shares beneficially owned following the reported transaction.

What price per share is referenced in the Form 4?

The Form 4 lists a reference price of $129.54 per share for the phantom stock units.

What does each phantom stock unit represent?

Each phantom stock unit represents the right to receive one share of Ingredion common stock, per the form's explanation.

Who signed the Form 4 and when was it signed?

The form was signed by Michael N. Levy, attorney-in-fact on 09/02/2025.