PHINIA (PHIN) CEO reports 5,000-share charitable gift, 403,756 shares owned

Rhea-AI Filing Summary

PHINIA Inc. (PHIN) reported an insider stock transfer by its President and CEO, who also serves as a director. On 12/01/2025, the reporting person made a gift of 5,000 shares of common stock to a charitable trust, reported as a transaction coded "G" with a price of $0, consistent with a non-cash gift.

After this transaction, the reporting person beneficially owns 403,756 shares of PHINIA common stock. This total includes 159,312 shares of restricted stock and 54,177 restricted stock units, indicating that a significant portion of the holding is subject to vesting or other conditions typically attached to restricted 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

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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^*

Ericson Brady D

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
12/01/2025

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	12/01/2025		G		5,000(1)	D	$0	403,756(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. Gift to charitable trust.

2. Includes 159,312 shares of restricted stock and 54,177 restricted stock units.

Remarks:

	/s/ Kelly A. Albin as attorney-in-fact for Brady D. Ericson	12/02/2025
	** 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 insider transaction did PHINIA Inc. (PHIN) disclose in this filing?

The filing reports that the President and CEO, who is also a director, made a gift of 5,000 shares of PHINIA common stock to a charitable trust on 12/01/2025, coded as transaction type "G".

How many PHINIA (PHIN) shares does the insider own after the reported transaction?

Following the gift, the reporting person beneficially owns 403,756 shares of PHINIA common stock, as shown in the Form 4 table.

What portion of the PHINIA (PHIN) insider’s holdings are restricted or in stock units?

The beneficial ownership total includes 159,312 shares of restricted stock and 54,177 restricted stock units, as noted in the explanation of responses.

Was the PHINIA (PHIN) insider transaction a sale for cash or a non-cash transfer?

The transaction is reported as a gift (transaction code "G") of 5,000 shares at a price of $0, indicating a non-cash transfer to a charitable trust.

What is the role of the reporting person at PHINIA Inc. (PHIN)?

The reporting person is listed as a Director and an Officer, serving as President and CEO of PHINIA Inc.

Is the PHINIA (PHIN) Form 4 filed for one insider or multiple insiders?

The document indicates that the Form is filed by one reporting person, not by a group.