Phibro (PAHC) insider Larry Miller receives 5,184 RSUs with 3‑year vesting

Rhea-AI Filing Summary

Phibro Animal Health Corporation (PAHC) reporting person Larry Lee Miller, Chief Operating Officer, was granted 5,184 restricted stock units (RSUs) on 08/15/2025. After the grant, Mr. Miller beneficially owns 35,184 shares of Class A Common Stock. The RSUs are contingent rights to receive one share per RSU and 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. The filing discloses a routine equity award to an executive with time-based vesting; no option exercises, sales, or derivative transactions are reported.

Positive

• Time‑based RSU grant aligns executive interests with long‑term shareholder value
• No immediate sale reported, indicating retention rather than cashing out

Negative

• Vesting conditioned on continued employment, so value depends on tenure
• Potential future dilution when RSUs settle into Class A Common Stock

Insights

Compensation & Governance Analyst

TL;DR: Executive received a time‑based RSU grant that vests over three years, aligning incentives with shareholder value.

The grant of 5,184 RSUs to the COO is a standard equity compensation tool intended to retain management and align interests with shareholders. Vesting is time‑based in equal installments across three anniversaries of August 1, 2025, which ties realized value to continued tenure rather than immediate liquidity. The increase to 35,184 beneficially owned shares is modest relative to typical executive holdings but meaningful for personal alignment. There are no sales or exercises reported, and no performance conditions disclosed, so the grant's realization depends solely on continued employment through vesting dates.

Corporate Securities Risk Analyst

TL;DR: Routine insider award with employment‑conditioned vesting; limited immediate market impact.

This Form 4 documents a non‑derivative issuance of RSUs with zero immediate cash proceeds to the reporting person and no change in outstanding shares until settlement. Because the RSUs are restricted and vest over time, there is limited short‑term dilution and no material transactional risk disclosed. Investors should note that future share issuance upon vesting could create modest dilution, but the filing contains no evidence of performance‑based acceleration or transfer to third parties.

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^*

Miller Larry Lee

(Last) (First) (Middle)

300 FRANK W. BURR BLVD., STE 21

(Street)

TEANECK NJ 07059

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Operating Officer

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		5,184(2)	A	$0	35,184	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.

	/s/ Judith Weinstein, as Attorney-in-Fact for Larry Lee Miller	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 PAHC insider Larry Lee Miller acquire on 08/15/2025?

He was granted 5,184 restricted stock units (RSUs), each representing a contingent right to one share of Class A Common Stock.

How many shares does Larry Lee Miller beneficially own after the reported transaction?

The Form 4 reports 35,184 shares beneficially owned following the RSU grant.

When do the RSUs vest for Larry Lee Miller?

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

Was there any cash paid for the RSUs by the reporting person?

The transaction price is reported as $0, indicating no cash purchase for the RSUs.

Who signed the Form 4 filing for Larry Lee Miller?

The Form 4 was signed by Judith Weinstein, as Attorney‑in‑Fact, on 08/19/2025.