Minerals Technologies (MTX) Director Receives 42.599 Cash-Settled Phantom Units

Rhea-AI Filing Summary

Marc E. Robinson, a director of Minerals Technologies Inc. (MTX), reported on Form 4 a grant of 42.599 phantom stock units dated 09/05/2025. Each phantom stock unit equals one share of MTX common stock and will be settled in cash when Mr. Robinson’s service as a director ends under the company’s Non-Funded Deferred Compensation and Unit Award Plan for Non-Employee Directors. The filing shows 24,870.15 shares as the amount of common stock beneficially owned following the reported transaction and indicates the units were recorded at a price of $0 for reporting purposes. The Form 4 was signed on behalf of Mr. Robinson by Timothy Jordan on 09/09/2025.

Positive

• Timely and specific disclosure of director compensation (date, units, and settlement terms) complying with Section 16 reporting
• Use of cash-settled phantom units avoids immediate equity dilution while aligning director economic interests with shareholders

Negative

• None.

Insights

Corporate Governance Expert

TL;DR Routine director compensation in the form of cash-settled phantom units; disclosure consistent with Section 16 reporting.

The report documents a standard non-employee director award under a deferred compensation plan. Phantom units that mirror common shares but settle in cash are commonly used to align director incentives without issuing additional equity. The filing provides clear mechanics: 42.599 units, cash settlement at termination, and a post-transaction reported beneficial ownership figure of 24,870.15 shares. There are no indications of unusual timing, related-party transfers, or equity dilution in this filing. Materiality to shareholders is limited given the small unit count relative to typical public-company float.

Securities Compliance Analyst

TL;DR Form 4 appears complete and timely for a director award; reporting adheres to required disclosures.

The form specifies the transaction date (09/05/2025), transaction code designating grant (code A), the instrument type (phantom stock units), and the settlement terms (cash upon termination). Signature and filing information are present. From a compliance perspective, the disclosure meets Section 16(a) transparency objectives by identifying the economic equivalent units and their settlement mechanics. No exercise prices, conversion features, or derivative complexities beyond cash settlement are 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
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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^*

ROBINSON MARC E

(Last) (First) (Middle)

622 THIRD AVENUE

(Street)

NEW YORK NY 10017-6707

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MINERALS TECHNOLOGIES INC [ MTX ]

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

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 UNITS	(1)	09/05/2025		A		42.599		(2)	(2)	COMMON STOCK	42.599	$0	24,870.15	D

Explanation of Responses:

1. Each phantom stock unit is the economic equivalent of one share of Minerals Technologies Inc. Common Stock.

2. The phantom stock units were accrued under the Minerals Technologies Inc. Non-Funded Deferred Compensation and Unit Award Plan for Non-Employee Directors and are to be settled in cash upon the reporting person's termination of service as a director.

	TIMOTHY JORDAN FOR MARC ROBINSON	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 Marc E. Robinson report on Form 4 for MTX?

He reported a grant of 42.599 phantom stock units dated 09/05/2025, each unit equal to one share of MTX common stock.

How will the phantom stock units be settled?

The units are to be settled in cash upon the reporting person’s termination of service as a director under the company’s non-funded deferred compensation plan.

What is the reported beneficial ownership after the transaction?

The Form 4 shows 24,870.15 shares as the amount of common stock beneficially owned following the reported transaction.

What transaction code and date are shown on the Form 4?

The transaction is coded as an acquisition (code A) with a transaction date of 09/05/2025.

Who signed the Form 4 on behalf of Marc E. Robinson?

The form was signed by Timothy Jordan for Marc Robinson on 09/09/2025.