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Phibro (PAHC) Director Files Form 4 for 3,268 Restricted Stock Units

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Jonathan Bendheim, a director of Phibro Animal Health Corp (PAHC), reported acquiring 3,268 restricted stock units (RSUs) on 08/15/2025. These RSUs are contingent rights to receive one share of Class A common stock each and were reported as acquired at a $0 price. Following the reported transaction, Mr. Bendheim beneficially owns 3,268 shares (direct). The RSUs vest in substantially equal installments on each of the first three anniversaries of August 1, 2025, subject to his continued employment through each vesting date. The Form 4 was signed by an attorney-in-fact on 08/19/2025.

Positive

  • Director received equity-based compensation (3,268 RSUs), which aligns management incentives with shareholder interests
  • Clear vesting schedule disclosed: substantially equal installments on each of the first three anniversaries of 08/01/2025, conditioned on continued service
  • Proper Section 16 disclosure filed (Form 4) and signed by attorney-in-fact on 08/19/2025

Negative

  • None.

Insights

TL;DR: A routine director equity grant of 3,268 RSUs aligns compensation with shareholder value; impact appears minor and standard.

The Form 4 discloses a non-cash acquisition of 3,268 RSUs by a director, recorded at $0, which represent future delivery of Class A shares upon vesting. Vesting occurs in three substantially equal annual installments beginning August 1, 2025, contingent on continued service. This is a compensation-related transaction rather than an open-market purchase or sale and thus is a routine corporate governance disclosure with limited immediate market impact.

TL;DR: Director grant follows common equity compensation practices; disclosure meets Section 16 reporting requirements.

The filing documents a standard restricted stock unit award to a director, with clear vesting terms tied to service through anniversaries of August 1, 2025. The reporting identifies the position (Director), the exact number of RSUs, and the post-transaction beneficial ownership. The Form 4 is properly executed by an attorney-in-fact, satisfying disclosure formalities under the Exchange Act.

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).
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 Jonathan

(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 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/15/2025
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
Class A Common Stock(1) 08/15/2025 A 3,268(2) A $0 3,268 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. The reported securities represent restricted stock units ("RSUs"), each of which represents a contingent right to receive one share of Class A Common Stock.
2. The RSUs vest in substantially equal installments on each of the first three anniversaries of August 1, 2025, subject to the Reporting Person's continued employment through the applicable vesting date.
Remarks:
Exhibit List - Exhibit 24.1 Power of Attorney
/s/ Judith Weinstein, as Attorney-in-Fact for Jonathan Bendheim 08/19/2025
** 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 Jonathan Bendheim report on the PAHC Form 4?

He reported acquiring 3,268 restricted stock units (RSUs) on 08/15/2025, representing contingent rights to one share each of Class A common stock.

What is the vesting schedule for the RSUs reported for PAHC (PAHC)?

The RSUs vest in substantially equal installments on each of the first three anniversaries of August 1, 2025, subject to continued employment through each vesting date.

At what price were the RSUs reported on the Form 4 for PAHC?

The RSUs were reported at a $0 price on the Form 4 filed for the August 15, 2025 transaction.

How many shares does Jonathan Bendheim beneficially own after the reported transaction?

He beneficially owns 3,268 shares (direct) following the reported acquisition of RSUs.

Who signed the Form 4 filed for Jonathan Bendheim and when?

The Form 4 was signed by Judith Weinstein as Attorney-in-Fact for Jonathan Bendheim on 08/19/2025.
Phibro Animal

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