[Form 4] Materion Corporation Insider Trading Activity

Rhea-AI Filing Summary

Materion Corporation (MTRN) director Robert J. Phillippy reported transactions dated 09/05/2025 showing routine compensation-related activity. He acquired 15.125 shares of common stock at a $0 price and received 2 restricted stock units (each converting to one share) credited with a $0 price after reinvestment of dividend equivalents; the RSUs vest by the earlier of May 8, 2026 or the next annual meeting. He disposed of 5,158 shares. After the reported transactions, Mr. Phillippy beneficially owned 12,002.506 shares indirectly (held in a directors' deferred compensation plan) and 2,002 shares directly related to the RSUs.

Insights

Financial Analyst

TL;DR: Routine director compensation and dividend-equivalent reinvestment; transaction sizes are modest relative to company equity.

The filing documents a typical director equity event: a small acquisition of 15.125 common shares and 2 restricted stock units arising from dividend-equivalent reinvestment, alongside a disposal of 5,158 shares. The acquisitions are recorded at a $0 price, consistent with dividend-equivalent credits rather than open-market purchases. The director retains a substantial indirect stake of 12,002.506 shares in a deferred compensation plan, indicating continued alignment with shareholder interests. No options, loans, or novel arrangements are disclosed.

Corporate Governance Expert

TL;DR: Disclosure reflects standard director compensation mechanics and timely SEC reporting.

The Form 4 shows standard governance practices: dividend-equivalent reinvestment into RSUs that vest on a set schedule and reporting of shares held in a directors' deferred compensation plan. Vesting schedule (earlier of May 8, 2026 or next annual meeting) is explicitly stated. The filing was signed by an attorney-in-fact, consistent with routine administrative processing. There are no indications of unusual related-party transactions or change-in-control provisions disclosed in this filing.

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

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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^*

PHILLIPPY ROBERT J

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/05/2025

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
Common Stock	09/05/2025		A		15.125	A	$0	12,002.506	I	Held in Directors Deferred Compensation Plan
Common Stock								5,158	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
Restricted Stock Units	(1)	09/05/2025		A		2		(2)	(3)	Common Stock	2	$0	2,002	D

Explanation of Responses:

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

2. These units, which were acquired upon the reinvestment of dividend equivalents, will vest at the same time as the restricted stock units to which they relate (earlier of May 8, 2026 and the date of the next annual meeting of MTRN's shareholders).

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

Remarks:

	/s/Michelle R. Mekinda, as Attorney-In-Fact	09/09/2025
	** 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 Robert J. Phillippy report in the MTRN Form 4 filed for 09/05/2025?

He acquired 15.125 shares of common stock and 2 restricted stock units (RSUs) credited from dividend equivalents, and disposed of 5,158 shares.

How many MTRN shares does the reporting person beneficially own after the transactions?

Following the transactions, he beneficially owns 12,002.506 shares indirectly in a directors' deferred compensation plan and 2,002 shares directly related to RSUs.

What is the vesting schedule for the RSUs reported in the MTRN Form 4?

The RSUs will vest at the earlier of May 8, 2026 or the date of the next annual meeting of MTRN shareholders.

At what price were the securities acquired according to the filing?

The reported acquisitions are recorded at a price of $0, reflecting dividend-equivalent reinvestment rather than a cash purchase.

Who signed the Form 4 and when was it signed?

The filing was signed by Michelle R. Mekinda, as Attorney-In-Fact on 09/09/2025.