MTX Form 4: Joseph Breunig Reports 33.482 Cash-Settled Phantom Units

Rhea-AI Filing Summary

Joseph C. Breunig, a director of Minerals Technologies Inc. (MTX), reported the accrual of 33.482 phantom stock units on 09/05/2025 under the company's Non-Funded Deferred Compensation and Unit Award Plan for Non-Employee Directors. Each phantom stock unit equals one share of common stock and will be settled in cash when Mr. Breunig leaves board service. After this accrual, the filing reports 19,547.582 shares of common stock beneficially owned by the reporting person. The transaction was reported on Form 4 and signed on 09/09/2025.

Insights

Corporate Governance Expert

TL;DR: Routine director compensation accrual; cash-settled phantom units preserve pay predictability while tracking share value.

The reported accrual of 33.482 phantom stock units for a non-employee director is a standard governance practice to compensate directors without issuing shares immediately. Because the units are cash-settled upon termination of service, the company avoids share dilution while still linking pay to the firm's share value. This disclosure appears procedural and non-material to MTX's capital structure or outstanding shares.

Compensation Analyst

TL;DR: Small, routine grant under deferred compensation plan; aligns director pay with shareholder value but poses no immediate equity change.

The 33.482 phantom units are accrued rather than issued, indicating deferred director compensation. Such units mirror economic exposure to common stock without issuance, reducing dilution risk. The grant size is modest relative to the reported 19,547.582 shares beneficially owned and likely immaterial to investor valuation. Documentation clearly states cash settlement upon termination, which limits long-term shareholder equity impact.

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^*

Breunig Joseph C.

(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		33.482		(2)	(2)	COMMON STOCK	33.482	$0	19,547.582	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 JOSEPH BREUNIG	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 Joseph C. Breunig report on his Form 4 for MTX?

He reported the accrual of 33.482 phantom stock units under the company's non-employee director deferred compensation plan, dated 09/05/2025.

How are the phantom stock units settled according to the filing?

The phantom stock units are the economic equivalent of common shares and are to be settled in cash upon the reporting person's termination of service as a director.

How many shares does the reporting person beneficially own after the transaction?

The filing states 19,547.582 shares of common stock beneficially owned following the reported transaction.

Was any cash paid or stock issued for the phantom unit accrual?

No cash price was reported; the price is shown as $0, and the units are accrued for future cash settlement rather than current stock issuance.

When was the Form 4 filed and who signed it?

The Form 4 reflects the transaction date 09/05/2025 and was signed on 09/09/2025 by Timothy Jordan for Joseph Breunig.