[Form 4] PHINIA Inc. Insider Trading Activity

Rhea-AI Filing Summary

PHINIA Vice President and GM of Global Aftermarket Neil Fryer acquired additional shares through dividend reinvestment on June 16, 2025. The Form 4 filing discloses:

• Acquisition of 110 shares of restricted stock units through automatic dividend reinvestment at $0 cost basis
• Total beneficial ownership following the transaction: 21,916 shares, including 17,627 restricted stock units
• Transaction was executed under standard dividend reinvestment terms for outstanding RSU awards

The filing was signed by Kate Vandenberg as attorney-in-fact for Neil Fryer on June 18, 2025. This routine transaction demonstrates continued alignment between executive compensation and shareholder interests through equity-based awards.

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^*

Fryer Neil

(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 and GM Global Aftermarket

3. Date of Earliest Transaction (Month/Day/Year)
06/16/2025

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	06/16/2025		A		110(1)	A	$0	21,916(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. Reflects shares of restricted stock units acquired following the automatic reinvestment of dividends on outstanding restricted stock units held on the dividend record date, as required by the terms of such awards.

2. Includes 17,627 restricted stock units.

Remarks:

	/s/ Kate Vandenberg as attorney-in-fact for Neil Fryer	06/18/2025
	** 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

How many PHIN shares did VP Neil Fryer acquire on June 16, 2025?

According to the Form 4 filing, Neil Fryer acquired 110 shares of PHIN common stock on June 16, 2025, through dividend reinvestment on existing restricted stock units at a price of $0.

What is Neil Fryer's total PHIN stock ownership after the June 2025 transaction?

Following the reported transaction, Neil Fryer beneficially owned a total of 21,916 shares of PHIN, of which 17,627 are restricted stock units (RSUs). All shares are held directly (not indirectly through other entities).

What position does Neil Fryer hold at PHIN?

Neil Fryer serves as Vice President and General Manager of Global Aftermarket at PHINIA Inc. (PHIN), as indicated in the Form 4 filing.

How did Neil Fryer acquire the new PHIN shares in June 2025?

The shares were acquired through the automatic reinvestment of dividends on Fryer's existing restricted stock units (RSUs). This reinvestment was required by the terms of his RSU awards, as explained in footnote 1 of the filing.