Dividend rights granted to Koppers (NYSE: KOP) director Sandifer

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Sandifer Andrew D reported acquisition or exercise transactions in this Form 4 filing.

Koppers Holdings Inc. director Andrew D. Sandifer reported routine compensation-related transactions involving dividend equivalent rights. On March 23, 2026, he received grants of 50 and 5.268 dividend equivalent rights tied to restricted stock units, increasing his direct holdings of these rights to 89.332. Each dividend equivalent right is the economic equivalent of one share of Koppers common stock and is associated with time-based RSUs, including awards granted on May 8, 2025 and deferred compensation. Once released, the RSUs corresponding to these rights will be paid in a lump sum or annual installments after Sandifer’s separation from service, according to his elections under the Koppers Holdings Inc. Director Deferred Compensation Plan.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Sandifer Andrew D

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Dividend Equivalent Rights	50	$0.00	--
Grant/Award	Dividend Equivalent Rights	5.268	$0.00	--

Holdings After Transaction: Dividend Equivalent Rights — 84.064 shares (Direct)

Footnotes (1)

The dividend equivalent rights ("DERs") accrued with respect to additional time-based restricted stock units ("RSUs") credited to the reporting person with respect to RSUs granted on May 8, 2025. 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. The DERs accrued with respect to additional 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.

Form 4 Insider Transactions: What Each Field Means →

03/25/2026 - 04:02 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
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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^*

Sandifer Andrew D

(Last)

(First)

(Middle)

436 SEVENTH AVENUE

(Street)

PITTSBURGH

PENNSYLVANIA

15219

(City)

(State)

(Zip)

UNITED STATES

(Country)

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)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/23/2026

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)

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)
Dividend Equivalent Rights	⁽¹⁾	03/23/2026		A		50		⁽²⁾	⁽²⁾	Common Stock	50	$0	84.064	D
Dividend Equivalent Rights	⁽³⁾	03/23/2026		A		5.268		⁽²⁾	⁽²⁾	Common Stock	5.268	$0	89.332	D

Explanation of Responses:

1. The dividend equivalent rights ("DERs") accrued with respect to additional time-based restricted stock units ("RSUs") credited to the reporting person with respect to RSUs granted on May 8, 2025. 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. The DERs accrued with respect to additional 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.

Remarks:

	/s/ Stephanie L. Apostolou, Attorney in Fact	03/25/2026
	** 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 Koppers (KOP) director Andrew D. Sandifer report in this Form 4?

Andrew D. Sandifer reported receiving dividend equivalent rights as part of his director compensation. Two grants on March 23, 2026, increased his holdings to 89.332 rights, each economically equal to one share of Koppers common stock linked to restricted stock units.

How many dividend equivalent rights did Sandifer acquire in the latest KOP filing?

He acquired 50 and 5.268 dividend equivalent rights on March 23, 2026, for a total of 55.268 new rights. These additions brought his direct balance of dividend equivalent rights to 89.332, all tied to underlying Koppers common stock through restricted stock units.

What are dividend equivalent rights in the Koppers (KOP) director’s Form 4?

The dividend equivalent rights are compensation instruments economically equal to one share of Koppers common stock. They accrue on time-based restricted stock units and deferred compensation, mirroring dividends on the underlying shares without representing current cash payments or open‑market share purchases.

Are the Koppers (KOP) dividend equivalent rights grants open-market purchases or sales?

No, the reported transactions are grants of dividend equivalent rights, not open-market trades. They are classified as awards related to restricted stock units and deferred compensation, with no transaction price and no buy or sell activity in Koppers common stock on the market.

When will the Koppers (KOP) RSUs tied to these dividend equivalent rights be paid?

The RSUs corresponding to these dividend equivalent rights will be paid under the Director Deferred Compensation Plan. Payment will be in a lump sum or annual installments beginning on May 31 following Sandifer’s separation from service, or a later May 31 date he previously elected.

Which prior Koppers (KOP) awards generated these dividend equivalent rights for the director?

Some dividend equivalent rights accrued on additional time-based RSUs granted on May 8, 2025. Others accrued on RSUs credited for deferred compensation, with each right economically equal to one Koppers common share, enhancing the value of the underlying deferred stock awards.