Owens Corning (OC) CEO gets 55,512-share award, with 24,760 withheld for taxes

Rhea-AI Filing Summary

Owens Corning Chair, President and CEO Brian Chambers received an equity award of 55,512 shares of $.01 par value common stock on February 25, 2026 as a grant connected to the settlement of performance share units for the performance cycle ended December 31, 2025.

On the same date, 24,760 shares were disposed of through a tax-withholding transaction at $123.48 per share to satisfy tax obligations triggered by the award. After these transactions, Chambers directly owned 395,537 common shares.

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^*

Chambers Brian

(Last) (First) (Middle)

ONE OWENS CORNING PARKWAY

(Street)

TOLEDO OH 43659

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Owens Corning [ OC ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chair, President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
02/25/2026

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
$.01 Par Value Common	02/25/2026		A		55,512(1)	A	$0	420,297	D
$.01 Par Value Common	02/25/2026		F		24,760(2)	D	$123.48	395,537	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

Explanation of Responses:

1. Awarded in connection with the settlement of performance share units for the performance cycle ended December 31, 2025.

2. Shares withheld upon the settlement of performance share units to satisfy tax withholding obligations.

Remarks:

	/s/ Katherine M. Serevitch, Attorney-in-Fact	02/27/2026
	** 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).
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FAQ

What insider transactions did Owens Corning (OC) CEO Brian Chambers report?

Brian Chambers reported an equity award of 55,512 Owens Corning common shares and a related tax-withholding disposition of 24,760 shares. Both transactions occurred on February 25, 2026, tied to settlement of previously earned performance share units.

How many Owens Corning (OC) shares were granted to Brian Chambers?

Brian Chambers was granted 55,512 shares of Owens Corning $.01 par value common stock. The award was issued at no stated purchase price as part of settling performance share units for the performance cycle ending December 31, 2025.

Why were 24,760 Owens Corning (OC) shares disposed of in this Form 4?

The 24,760 Owens Corning shares were withheld to satisfy tax withholding obligations. This tax-withholding disposition occurred upon settlement of performance share units, with the shares valued at $123.48 each for the withholding calculation.

What is Brian Chambers’ Owens Corning (OC) share ownership after these transactions?

After the award and tax-withholding disposition, Brian Chambers directly owned 395,537 shares of Owens Corning common stock. This total reflects both the 55,512-share grant and the 24,760 shares withheld to cover tax liabilities on the equity award.

What was the price used for the Owens Corning (OC) tax-withholding shares?

The tax-withholding disposition used a price of $123.48 per Owens Corning share. At this price, 24,760 shares were withheld to cover tax liabilities associated with settling the performance share unit award granted to Brian Chambers.

How are Owens Corning (OC) performance share units reflected in this insider filing?

The filing shows performance share units converting into 55,512 common shares awarded to Brian Chambers. It also records 24,760 of those shares being withheld immediately to satisfy tax obligations arising at settlement of the performance share units on February 25, 2026.