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  4. [Form 4] PHIBRO ANIMAL HEALTH CORP Insider Trading Activity

BFI Co. tied to Phibro Animal Health (PAHC) converts and sells shares

Filing Impact
(High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Phibro Animal Health insider activity shows entity BFI Co., LLC, which is associated with President and CEO Jack Bendheim, converting and selling shares. BFI converted 100,000 shares of Class B Common Stock into the same number of Class A shares and then sold 5,280 Class A shares at a weighted average price of $48.91 per share. The sale was made under a pre-arranged Rule 10b5-1 trading plan adopted on December 11, 2025, indicating it was scheduled in advance. Following these transactions, BFI held 96,200 Class A shares indirectly, while Bendheim directly held 16,840 Class A shares, and BFI continued to hold 19,596,034 Class B shares, which remain convertible into Class A on a one-for-one basis.

Positive

  • None.

Negative

  • None.

Insights

Pre-planned sale after share conversion, with large holdings retained.

BFI Co., LLC, an entity over which Jack Bendheim exercises voting and dispositive power, converted 100,000 Class B shares into 100,000 Class A shares, then sold 5,280 Class A shares at a weighted average of $48.91.

The filing states the sale occurred under a Rule 10b5-1 trading plan adopted on December 11, 2025, suggesting a routine, pre-scheduled disposition rather than a discretionary market-timing decision. Afterward, BFI still held 19,596,034 Class B and 96,200 Class A shares, while Bendheim directly held 16,840 Class A.

Given the modest size of the sale relative to the remaining indirect and direct holdings, and the pre-planned nature of the transaction, this activity appears administratively routine rather than a thesis-changing signal for investors.

Insider BENDHEIM JACK, BFI Co., LLC
Role President and CEO | 10% Owner
Sold 5,280 shs ($258K)
Approx. gross sale proceeds $258K
Approx. exercise cost $0.00
Type Security Shares Price Value
Sale Class A Common Stock 5,280 $48.91 $258K
Conversion Class B Common Stock 100,000 $0.00 $0.00
Conversion Class A Common Stock 100,000 $0.00 $0.00
holding Class A Common Stock -- -- --
Holdings After Transaction: Class B Common Stock — 19,596,034 shares (Indirect, See); Class A Common Stock — 96,200 shares (Indirect, See); Class A Common Stock — 16,840 shares (Direct)
Footnotes (5)
  1. F1. Class B Common Stock is convertible into Class A Common Stock at any time on a one-for-one basis, at the holder's election, and has no expiration date.
  2. F2. The reported securities are directly held by BFI Co., LLC ("BFI"). Jack Bendheim, a reporting person, director and officer of Phibro Animal Health Corporation (the "Issuer"), exercises voting and dispositive power over BFI and may be deemed to have shared voting and investment power over the securities held by BFI. Mr. Bendheim disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
  3. F3. The reported sales were effected pursuant to a Rule 10b5-1 trading plan adopted by BFI on December 11, 2025.
  4. F4. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $48.48 to $49.32. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
  5. F5. The reported securities are directly held by Jack Bendheim.

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FAQ

What insider transactions did Phibro Animal Health (PAHC) report for BFI Co., LLC and Jack Bendheim?
The filing shows BFI Co., LLC converted 100,000 Class B shares into 100,000 Class A shares, then sold 5,280 Class A shares at a weighted average price of $48.91. Jack Bendheim is associated with BFI through voting and dispositive power.

Was the Phibro Animal Health (PAHC) insider sale made under a Rule 10b5-1 plan?
Yes. The reported Class A share sales were executed under a Rule 10b5-1 trading plan adopted by BFI Co., LLC on December 11, 2025. Such plans pre-schedule trades, often making transaction timing less indicative of changing sentiment.

How many Phibro Animal Health (PAHC) shares did BFI Co., LLC sell and at what price?
BFI Co., LLC sold 5,280 shares of Phibro Animal Health Class A Common Stock at a weighted average price of $48.91 per share. Individual trades occurred between $48.48 and $49.32, according to the filing’s weighted-average price footnote.

What Phibro Animal Health (PAHC) holdings remain after the reported insider transactions?
After the transactions, BFI Co., LLC held 96,200 Class A shares and 19,596,034 Class B shares of Phibro Animal Health, while Jack Bendheim directly held 16,840 Class A shares. Class B shares are convertible into Class A on a one-for-one basis without expiration.

Who is attributed with the Phibro Animal Health (PAHC) insider sale in this Form 4?
The sold shares are directly held, and thus attributed, to BFI Co., LLC. Jack Bendheim exercises voting and dispositive power over BFI and may be deemed to share voting and investment power but disclaims beneficial ownership beyond his pecuniary interest.

What does the Class B to Class A conversion mean for Phibro Animal Health (PAHC) insiders?
The filing notes 100,000 Class B shares were converted into 100,000 Class A shares on a one-for-one basis. Class B is convertible into Class A at any time and has no expiration, so this transaction shifts the share class mix rather than adding new overall equity.
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
Estimated average burden
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).
X
 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*
BENDHEIM JACK
(Last) (First) (Middle)
300 FRANK W. BURR BLVD., STE 21
(Street)
TEANECK NJ 07666
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
PHIBRO ANIMAL HEALTH CORP [ PAHC ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
President and CEO
3. Date of Earliest Transaction (Month/Day/Year)
03/12/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X 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
Class A Common Stock 03/12/2026 C(1) 100,000 A $0 101,480 I See(2)
Class A Common Stock 03/13/2026 S(3) 5,280 D $48.91(4) 96,200 I See(2)
Class A Common Stock 16,840 D(5)
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
Class B Common Stock $0 03/12/2026 C 100,000 (1) (1) Class A Common Stock 100,000 $0 19,596,034 I See(2)
1. Name and Address of Reporting Person*
BENDHEIM JACK
(Last) (First) (Middle)
300 FRANK W. BURR BLVD., STE 21
(Street)
TEANECK NJ 07666
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
X Officer (give title below) Other (specify below)
President and CEO
1. Name and Address of Reporting Person*
BFI Co., LLC
(Last) (First) (Middle)
300 FRANK W. BURR BLVD., STE 21
(Street)
TEANECK NJ 07666
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. Class B Common Stock is convertible into Class A Common Stock at any time on a one-for-one basis, at the holder's election, and has no expiration date.
2. The reported securities are directly held by BFI Co., LLC ("BFI"). Jack Bendheim, a reporting person, director and officer of Phibro Animal Health Corporation (the "Issuer"), exercises voting and dispositive power over BFI and may be deemed to have shared voting and investment power over the securities held by BFI. Mr. Bendheim disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
3. The reported sales were effected pursuant to a Rule 10b5-1 trading plan adopted by BFI on December 11, 2025.
4. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $48.48 to $49.32. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
5. The reported securities are directly held by Jack Bendheim.
/s/ Judith Weinstein, as Attorney-in-Fact for Jack Bendheim 03/16/2026
/s/ Judith Weinstein, as Attorney-in-Fact for BFI Co., LLC 03/16/2026
** 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.

Source: View Original Filing on SEC EDGAR