Tax withholding trims PHINIA (PHIN) CTO Todd Anderson’s share count

Rhea-AI Filing Summary

PHINIA INC. executive Todd L. Anderson, VP and Chief Technology Officer, reported an automatic tax-withholding disposition of common stock tied to restricted stock vesting. On this transaction, 1,594 shares were withheld at a price of $72.63 per share to cover tax obligations.

Following this withholding event, Anderson directly owns 31,007 common shares, which includes 8,546 shares of restricted stock that remain subject to vesting conditions.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Anderson Todd L

Role VP and Chief Tech. Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	1,594	$72.63	$116K

Holdings After Transaction: Common Stock — 31,007 shares (Direct)

Footnotes (1)

1. Shares automatically and mandatorily withheld to satisfy the tax withholding requirement upon the vesting of restricted stock. Includes 8,546 shares of restricted stock.

Form 4 Insider Transactions: What Each Field Means →

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^*

Anderson Todd L

(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 Chief Tech. Officer

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		1,594(1)	D	$72.63	31,007(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 8,546 shares of restricted stock.

Remarks:

	/s/ Kelly A. Albin as attorney-in-fact for Todd L. Anderson	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) executive Todd L. Anderson report?

Todd L. Anderson reported an automatic tax-withholding disposition of 1,594 shares of PHINIA common stock. The shares were withheld upon the vesting of restricted stock to satisfy tax obligations, rather than being sold in an open-market transaction.

How many PHINIA (PHIN) shares were withheld and at what price?

A total of 1,594 PHINIA common shares were automatically withheld at $72.63 per share. This withholding occurred to cover tax liabilities arising from the vesting of restricted stock awarded to executive Todd L. Anderson.

Did Todd L. Anderson sell PHINIA (PHIN) shares on the open market?

No, the Form 4 shows a tax-withholding disposition, not an open-market sale. Shares were automatically and mandatorily withheld upon restricted stock vesting to satisfy tax requirements, classified under transaction code “F” by the company.

How many PHINIA (PHIN) shares does Todd L. Anderson own after this transaction?

After the tax-withholding disposition, Todd L. Anderson directly owns 31,007 PHINIA common shares. This figure includes 8,546 shares of restricted stock, which remain subject to vesting conditions and are not yet fully unrestricted.

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

Transaction code “F” indicates payment of an exercise price or tax liability by delivering securities. In this case, PHINIA shares were automatically withheld from Todd L. Anderson when restricted stock vested, to satisfy his associated tax withholding obligation.