[Form 4] PHINIA Inc. Insider Trading Activity

Rhea-AI Filing Summary

Robert Boyle, who serves as Vice President, General Counsel and Secretary of PHINIA Inc. (PHIN), reported a transaction on 08/29/2025 showing a disposition of 2,814 shares of the issuer's common stock at a price of $58.48 per share. After the reported transaction, Mr. Boyle beneficially owns 34,624 shares in total, which the filing notes includes 18,653 shares of restricted stock. The filing explains that 2,814 shares were automatically and mandatorily withheld to satisfy tax withholding upon the vesting of restricted stock. The Form 4 was signed on behalf of Mr. Boyle by an attorney-in-fact on 09/03/2025.

Positive

• Disclosure of tax-withholding on vesting is explicit, clarifying the nature of the disposition
• Post-transaction beneficial ownership is reported, including the amount of restricted stock (18,653 shares)

Negative

• A disposition of 2,814 shares was reported, reducing direct holdings
• Transaction code F is shown without further contextual detail in the filing

Insights

Securities Analyst

TL;DR: Routine insider tax withholding and vesting-related disposition; modest change in beneficial ownership.

The Form 4 documents a disposition tied to restricted stock vesting where shares were withheld to satisfy taxes rather than an open-market sale. The transaction reduced Mr. Boyle's direct holdings by 2,814 shares while leaving him with 34,624 shares beneficially owned, including 18,653 restricted shares. From a securities-activity perspective this is a common administrative transaction that does not by itself indicate a change in company outlook or insider sentiment.

Corporate Governance Expert

TL;DR: Administrative transfer for tax obligations on vesting; disclosure is timely and follows Section 16 requirements.

The filing clearly states the withholding was automatic and mandatory to meet tax obligations upon restricted-stock vesting, which aligns with standard equity compensation practices. The report identifies Mr. Boyle's role and the post-transaction beneficial ownership. The filing appears complete for the reported events and includes an authorized signature, fulfilling reporting formalities under Section 16.

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
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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^*

Boyle Robert

(Last) (First) (Middle)

3000 UNIVERSITY DRIVE

(Street)

AUBURN HILLS MI 48326

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PHINIA INC. [ PHIN ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VP, GC and Secretary

3. Date of Earliest Transaction (Month/Day/Year)
08/29/2025

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
Common Stock	08/29/2025		F		2,814(1)	D	$58.48	34,624(2)	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. Shares automatically and mandatorily withheld to satisfy the tax withholding requirement upon the vesting of restricted stock.

2. Includes 18,653 shares of restricted stock.

Remarks:

	/s/ Kelly A. Albin as attorney-in-fact for Robert Boyle	09/03/2025
	** 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 PHIN insider Robert Boyle report on Form 4?

He reported a disposition of 2,814 shares on 08/29/2025 at $58.48 per share, with 34,624 shares beneficially owned afterward.

Why were 2,814 shares disposed according to the filing?

The filing states the 2,814 shares were automatically and mandatorily withheld to satisfy the tax withholding requirement upon the vesting of restricted stock.

How many restricted shares does Robert Boyle own according to the Form 4?

The filing reports 18,653 restricted shares are included in the 34,624 shares beneficially owned following the transaction.

When was the transaction and when was the Form 4 signed?

The transaction date is 08/29/2025 and the Form 4 was signed by an attorney-in-fact on 09/03/2025.

What is Robert Boyle's role at PHINIA Inc. (PHIN)?

The filing lists him as Vice President, General Counsel and Secretary and a reporting person under Section 16.