STOCK TITAN

KOP Insider Filing: 28.255 Dividend Equivalent Rights Added; Prior Omission Fixed

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Sonja Michelle Wilkerson, a director of Koppers Holdings Inc. (KOP), reported dividend equivalent rights (DERs) credited with certain restricted stock units (RSUs). The Form 4 shows a transaction dated 09/15/2025 recording 28.255 DERs acquired at a $0 price, increasing her reported beneficial ownership to 221.809 shares (or share equivalents). The filing states each DER is economically equivalent to one share of Koppers common stock and explains these DERs relate to deferred compensation payable under the company’s Director Deferred Compensation Plan, with payment timing elected by the reporting person. The filing also corrects prior reporting by adding 25.518 DERs that were inadvertently omitted from earlier disclosures. The submission is signed by an attorney-in-fact on behalf of the reporting person.

Positive

  • Correction filed to include 25.518 DERs that were inadvertently omitted, improving disclosure accuracy
  • Transparent explanation that DERs are economic equivalents of common shares and tied to the Director Deferred Compensation Plan

Negative

  • Prior omission of 25.518 DERs required correction, indicating earlier under-reporting of director share-equivalents

Insights

TL;DR: Director received deferred-compensation DERs and the filing corrects an earlier omission; governance disclosure improved.

The Form 4 documents non-cash compensation in the form of dividend equivalent rights tied to RSUs under the Director Deferred Compensation Plan. Reporting the accrual and the correction of 25.518 previously unreported DERs enhances transparency on director compensation and ownership. Because the transaction is compensation-related and recorded at a $0 price, it does not reflect open-market trading risk or cash proceeds. The disclosure is routine but important for accurate insider ownership tracking.

TL;DR: Transaction is a compensation accrual with immaterial market impact; corrected prior omission is the primary takeaway.

The 09/15/2025 entry shows 28.255 DERs added and a post-transaction beneficial ownership of 221.809 share-equivalents. Because the DERs are economic equivalents of shares and were recorded at $0, there is no cash consideration or sale disclosed. The correction adding 25.518 DERs that were not previously reported is the only notable irregularity; it should be tracked for historical ownership consistency but is unlikely to materially affect KOP’s capitalization or liquidity.

Insider WILKERSON SONJA MICHELLE
Role Director
Type Security Shares Price Value
Grant/Award Dividend Equivalent Rights 28.255 $0.00 --
Holdings After Transaction: Dividend Equivalent Rights — 221.809 shares (Direct)
Footnotes (1)
  1. The dividend equivalent rights ("DERs") accrued with respect to additional restricted stock unites ("RSUs") credited to the reporting person with respect to deferred compensation. Each DER is the economic equivalent of one share of Koppers Holdings Inc. common stock. Once released, the RSUs corresponding to these DERs will become payable according to the election of payment designation that was filed by the reporting person subject to the Koppers Holdings Inc. Director Deferred Compensation Plan (the "Plan"). Such payment will be either lump sum or in annual installments commencing on the May 31st next following the reporting person's separation from service (as defined under the Plan) or, if later, and elected by the reporting person at the time he/she first elects to defer any payment under the Plan, May 31st of the year specified by the reporting person. Includes 25.518 DERs that inadvertently were not previously reported.
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*
WILKERSON SONJA MICHELLE

(Last) (First) (Middle)
436 SEVENTH AVENUE

(Street)
PITTSBURGH PA 15219

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Koppers Holdings Inc. [ KOP ]
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)
09/15/2025
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
Dividend Equivalent Rights (1) 09/15/2025 A 28.255 (2) (2) Common Stock 28.255 $0 221.809(3) D
Explanation of Responses:
1. The dividend equivalent rights ("DERs") accrued with respect to additional restricted stock unites ("RSUs") credited to the reporting person with respect to deferred compensation. Each DER is the economic equivalent of one share of Koppers Holdings Inc. common stock.
2. Once released, the RSUs corresponding to these DERs will become payable according to the election of payment designation that was filed by the reporting person subject to the Koppers Holdings Inc. Director Deferred Compensation Plan (the "Plan"). Such payment will be either lump sum or in annual installments commencing on the May 31st next following the reporting person's separation from service (as defined under the Plan) or, if later, and elected by the reporting person at the time he/she first elects to defer any payment under the Plan, May 31st of the year specified by the reporting person.
3. Includes 25.518 DERs that inadvertently were not previously reported.
Remarks:
/s/ Stephanie L. Apostolou, Attorney in Fact 09/17/2025
** 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 filed for KOP on 09/15/2025 report?

The filing reported the acquisition of 28.255 dividend equivalent rights (DERs) tied to restricted stock units and a post-transaction beneficial ownership of 221.809 share-equivalents.

What are dividend equivalent rights (DERs) in this filing?

The filing states each DER is the economic equivalent of one share of Koppers common stock and accrues with certain RSUs under the Director Deferred Compensation Plan.

Was there any correction or amendment disclosed in the Form 4?

Yes. The filing notes that 25.518 DERs were inadvertently not previously reported and are now included.

Did the reporting person sell or buy shares for cash?

No. The transaction is recorded as an accrual of DERs at a $0 price, indicating non-cash compensation rather than an open-market trade.

Who signed the Form 4 filing?

The form was signed by Stephanie L. Apostolou, Attorney in Fact on behalf of the reporting person on 09/17/2025.