STOCK TITAN

PHIN insider filing: Chapin adds 15 shares via dividend reinvestment

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

Rhea-AI Filing Summary

Samuel R. Chapin, a director of Phinia Inc. (PHIN), reported an acquisition of restricted common stock on 09/12/2025. The filing shows a transaction coded as an acquisition that resulted from the automatic reinvestment of dividends into restricted shares. The report indicates 15 shares were acquired through that reinvestment and that Mr. Chapin beneficially owns 23,891 shares following the transaction, of which 3,335 shares are restricted stock. The signature block shows the form was signed by an attorney-in-fact on behalf of Mr. Chapin on 09/16/2025. The filing does not disclose any derivative transactions, cash purchase price beyond $0 for the reinvested shares, or additional context about future plans.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Small dividend reinvestment added 15 restricted shares; total beneficial ownership now 23,891 shares.

The Form 4 discloses a routine, non-cash acquisition by a director via automatic dividend reinvestment into restricted stock. The transaction is labeled as an acquisition with a $0 price consistent with reinvested dividends or share awards converted into additional restricted shares. No derivative positions or disposals are reported. This is a routine insider maintenance event and, by itself, is immaterial to valuation unless part of a larger, undisclosed pattern of trading.

TL;DR: Governance disclosure is complete for this event; transaction reflects award plan mechanics, not an open-market purchase.

The filing clearly identifies the relationship (Director) and shows the transaction arose from the issuer's award/dividend reinvestment mechanism. It includes an explanation clarifying the source of the shares and quantifies restricted shares held. The form is signed by an attorney-in-fact, satisfying execution requirements. No governance red flags or unusual transfer types are evident in the disclosed information.

Insider Chapin Samuel R.
Role Director
Type Security Shares Price Value
Grant/Award Common Stock 15 $0.00 --
Holdings After Transaction: Common Stock — 23,891 shares (Direct)
Footnotes (1)
  1. Reflects shares of restricted stock acquired following the automatic reinvestment of dividends on outstanding restricted stock held on the dividend record date, as required by the terms of such award. Includes 3,335 shares of restricted stock.
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*
Chapin Samuel R.

(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
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
09/12/2025
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 09/12/2025 A 15(1) A $0 23,891(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 acquired following the automatic reinvestment of dividends on outstanding restricted stock held on the dividend record date, as required by the terms of such award.
2. Includes 3,335 shares of restricted stock.
Remarks:
/s/ Kelly A. Albin as attorney-in-fact for Samuel R. Chapin 09/16/2025
** 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 transaction did Samuel R. Chapin report on the Form 4 for PHIN?

The Form 4 reports an acquisition on 09/12/2025 resulting from automatic dividend reinvestment into restricted stock.

How many shares did the reporting person acquire and what was the price?

The filing states 15 shares were acquired through reinvestment and shows a $0 price for that acquisition.

How many PHIN shares does Samuel R. Chapin beneficially own after the transaction?

After the reported transaction, Mr. Chapin beneficially owns 23,891 shares, which include 3,335 restricted shares.

Was any derivative security reported on this Form 4 for PHIN?

No derivative securities are disclosed in Table II of the filing; only a non-derivative restricted stock acquisition is reported.

Who signed the Form 4 filing for Samuel R. Chapin?

The form is signed by Kelly A. Albin as attorney-in-fact for Samuel R. Chapin on 09/16/2025.