Executive Yang trades PHINIA (NYSE: PHIN) stock and cash-settled phantom units

Rhea-AI Filing Summary

PHINIA INC. executive Hongyong Yang, VP and GM Fuel Systems Asia Pacific, reported a series of compensation-related transactions in company securities on February 27, 2026. He exercised several grants of phantom units, each economically equivalent to one share of common stock and settling in cash based on the closing share price at vesting.

Related common stock transactions show issuer dispositions of 1,648, 2,003 and 1,130 shares at $72.63 per share, alongside corresponding acquisitions of common stock at no cost through derivative exercises. Following these transactions, he holds 1,197 common-share equivalents as restricted stock units.

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^*

Yang Hongyong

(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 Fuel Syst. Asia Pac

3. Date of Earliest Transaction (Month/Day/Year)
02/27/2026

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	02/27/2026		M		2,003	A	(1)	3,200	D
Common Stock	02/27/2026		D		2,003	D	$72.63	1,197	D
Common Stock	02/27/2026		M		1,130	A	(1)	2,327	D
Common Stock	02/27/2026		D		1,130	D	$72.63	1,197	D
Common Stock	02/27/2026		M		1,648	A	(1)	2,845	D
Common Stock	02/27/2026		D		1,648	D	$72.63	1,197(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
Phantom Units	(1)	02/27/2026		M			2,003	(3)	(3)	Common Stock	2,003	(1)	0	D
Phantom Units	(1)	02/27/2026		M			1,130	(4)	(4)	Common Stock	1,130	(1)	1,130	D
Phantom Units	(1)	02/27/2026		M			1,648	(5)	(5)	Common Stock	1,648	(1)	3,298	D

Explanation of Responses:

1. Each phantom unit is the economic equivalent of one share of the Issuer's common stock and settles in cash in an amount equal to the Issuer's closing price per share on the vesting date.

2. Includes 1,197 restricted stock units.

3. The reporting person was previously granted phantom units, the remainder of which vested on February 27, 2026.

4. The reporting person was previously granted phantom units, the remainder of which will vest on February 28, 2027.

5. The reporting person was previously granted phantom units, the remainder of which will vest in two equal annual installments beginning on February 28, 2027.

Remarks:

	/s/ Kelly A. Albin as attorney-in-fact for Hongyong Yang	03/03/2026
	** 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).
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FAQ

What insider transactions did PHIN (PHINIA INC.) report for Hongyong Yang?

PHINIA reported that executive Hongyong Yang exercised multiple phantom unit awards and engaged in related common stock dispositions to the issuer at $72.63 per share. These transactions reflect routine equity compensation activity rather than open-market buying or selling of PHINIA common stock.

How many PHINIA common shares did Hongyong Yang dispose of in this Form 4?

The Form 4 shows dispositions to the issuer of 1,648, 2,003 and 1,130 shares of PHINIA common stock at $72.63 per share. These moves are coded as issuer dispositions, typically associated with settling or netting equity-based compensation rather than ordinary market sales.

What are phantom units in PHINIA’s compensation for Hongyong Yang (PHIN)?

PHINIA’s phantom units are awards economically equivalent to one share of common stock and settle in cash. On vesting, they pay cash equal to PHINIA’s closing share price, aligning executive compensation with stock performance without issuing additional shares directly from the company.

What is Hongyong Yang’s PHINIA share-equivalent position after these transactions?

After the reported activity, Hongyong Yang holds 1,197 common-share equivalents as restricted stock units. This figure represents his remaining direct equity-linked position reported in the filing, reflecting unvested or restricted compensation rather than freely tradable common shares.

When do Hongyong Yang’s remaining PHINIA phantom units vest?

Footnotes indicate previously granted phantom units vested on February 27, 2026, with remaining grants vesting on February 28, 2027, and in two equal annual installments beginning February 28, 2027. Those vesting schedules govern when future cash-settled amounts tied to PHINIA’s share price become payable.