Materion (NYSE: MTRN) VP exercises awards and sells shares

Rhea-AI Filing Summary

Materion Corp VP General Counsel & Secretary Gregory R. Chemnitz reported multiple equity award activities and share sales in early March 2026. He exercised stock appreciation rights and restricted stock units into common stock and received new grants of 1,479 restricted stock units and 2,265 stock appreciation rights that vest in three equal annual installments beginning March 1, 2027.

He disposed of 4,445 and 1,211 common shares to cover exercise price or tax liabilities and sold 1,083 and 3,434 shares in open-market transactions. After these moves, he directly held 5,930 common shares and indirectly held 5,343.175 shares in a 401(k) plan.

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).

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^*

Chemnitz Gregory R.

(Last) (First) (Middle)

6070 PARKLAND BLVD.

(Street)

MAYFIELD HEIGHTS OH 44124

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MATERION Corp [ MTRN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VP General Counsel & Secretary

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

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
Common Stock	03/01/2026		M		2,003	A	$0	10,575	D
Common Stock	03/02/2026		F		1,211	D	$166.59	9,364	D
Common Stock	03/03/2026		M		3,040	A	$113.28	12,404	D
Common Stock	03/03/2026		M		1,471	A	$135.58	13,875	D
Common Stock	03/03/2026		M		1,017	A	$87.36	14,892	D
Common Stock	03/03/2026		F		4,445	D	$157.26	10,447	D
Common Stock	03/03/2026		S		1,083	D	$157.515	9,364	D
Common Stock	03/03/2026		S		3,434	D	$157.26	5,930	D
Common Stock								5,343.175	I	Held in 401(k) Plan

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
Restricted Stock Units	(1)	03/01/2026		M			2,003	(2)	(3)	Common Stock	2,003	$0	2,060	D
Restricted Stock Units	(1)	03/01/2026		A		1,479		(4)	(3)	Common Stock	1,479	$0	3,539	D
Stock Appreciation Rights	$166.59	03/01/2026		A		2,265		(5)	03/01/2033	Common Stock	2,265	$0	2,265	D
Stock Appreciation Rights	$113.28	03/03/2026		M			3,040	(6)	03/01/2030	Common Stock	3,040	$0	0	D
Stock Appreciation Rights	$135.58	03/03/2026		M			1,471	(7)	03/01/2031	Common Stock	1,471	$0	736	D
Stock Appreciation Rights	$87.36	03/03/2026		M			1,017	(8)	03/01/2032	Common Stock	1,017	$0	2,034	D

Explanation of Responses:

1. Each restricted stock unit represents a right to receive one share of MTRN common stock.

2. These restricted stock units granted on 03/01/2023, 03/01/2024, and 03/01/2025, and any related dividend equivalents, vest in three equal annual installments.

3. Expiration Date is the same as the Date Exercisable.

4. These restricted stock units vest in three equal annual installments beginning March 1, 2027.

5. The Stock Appreciation Rights vest in three equal annual installments beginning March 1, 2027.

6. The Stock Appreciation Rights vested in three equal annual installments beginning March 1, 2024.

7. These Stock Appreciation Rights vest in three equal installments beginning March 1, 2025.

8. These Stock Appreciation Rights vest in three equal annual installments beginning March 1, 2026.

Remarks:

	/s/Michelle R. Mekinda, as Attorney-In-Fact	03/03/2026
	** 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.

FAQ

What insider transactions did MTRN executive Gregory R. Chemnitz report?

Gregory R. Chemnitz reported exercises of stock appreciation rights and restricted stock units, new equity grants, tax-related share dispositions, and open-market sales. These transactions adjusted his mix of derivative awards and common stock holdings while reflecting routine compensation and tax-settlement activity.

How many Materion (MTRN) shares did Chemnitz sell in this Form 4?

Chemnitz reported selling 4,517 Materion common shares in total, combining open-market sales and tax-withholding dispositions. Some shares were delivered to cover exercise price or tax liabilities, while others were sold in market transactions after equity awards converted into common stock.

What new equity awards did Chemnitz receive from Materion (MTRN)?

Chemnitz received 1,479 restricted stock units and 2,265 stock appreciation rights. Footnotes state both awards vest in three equal annual installments beginning March 1, 2027, providing him with additional long-term, performance-linked exposure to Materion common stock over several years.

How did these transactions change Chemnitz’s Materion (MTRN) share ownership?

After the reported transactions, Chemnitz directly held 5,930 Materion common shares. He also indirectly held 5,343.175 common shares through a 401(k) plan, reflecting a combination of long-term retirement holdings and directly owned stock following exercises and sales.

What vesting schedule applies to Chemnitz’s new Materion (MTRN) awards?

Footnotes explain that the newly granted restricted stock units and stock appreciation rights vest in three equal annual installments, beginning March 1, 2027. This multi-year vesting structure is designed to align his compensation with Materion’s longer-term performance and retention goals.