PHINIA (PHIN) SVP Di Beasi reports tax-withholding share disposal

Rhea-AI Filing Summary

PHINIA INC. senior vice president and chief human resources officer Alisa Di Beasi reported a tax-related share disposition. On the vesting of restricted stock, 2,118 shares of common stock were automatically and mandatorily withheld at $72.63 per share to satisfy tax withholding requirements. After this transaction, she directly holds 35,260 common shares, including 12,574 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^*

Di Beasi Alisa

(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)
	SVP and CHRO

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		F		2,118(1)	D	$72.63	35,260(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 12,574 shares of restricted stock.

Remarks:

	/s/ Kelly A. Albin as attorney-in-fact for Alisa Di Beasi	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).
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 (PHIN) report for Alisa Di Beasi?

PHINIA reported that Alisa Di Beasi had 2,118 common shares automatically withheld to cover taxes upon the vesting of restricted stock. This was a tax-withholding disposition, not an open-market trade, and reflects routine equity compensation administration.

Was the PHINIA (PHIN) insider transaction an open-market sale?

No, the transaction was not an open-market sale. Shares were automatically and mandatorily withheld to satisfy tax withholding obligations when restricted stock vested, which is a common administrative mechanism in stock-based compensation plans.

How many PHINIA (PHIN) shares were withheld for taxes in this Form 4?

A total of 2,118 PHINIA common shares were withheld to meet tax withholding requirements tied to restricted stock vesting. The shares were valued at $72.63 per share for this tax-withholding disposition disclosed in the Form 4 filing.

How many PHINIA (PHIN) shares does Alisa Di Beasi hold after the transaction?

After the tax-withholding disposition, Alisa Di Beasi directly holds 35,260 PHINIA common shares. This reported total includes 12,574 shares of restricted stock, reflecting her remaining direct equity interest following the automatic withholding.

What role does Alisa Di Beasi hold at PHINIA (PHIN) in this Form 4?

Alisa Di Beasi is identified as a senior vice president and chief human resources officer at PHINIA. The Form 4 reports her equity compensation-related tax-withholding transaction involving restricted stock that vested and triggered share withholding for taxes.

What does transaction code F mean in the PHINIA (PHIN) Form 4?

Transaction code F in this Form 4 indicates payment of a tax liability or exercise price by delivering securities. In this case, 2,118 shares of PHINIA common stock were withheld automatically to satisfy tax withholding obligations upon restricted stock vesting.