PHINIA director granted 16 restricted shares

PHINIA INC. director Roger Wood reported a small grant of common stock tied to his existing equity awards.

Rhea-AI Filing Summary

PHINIA INC. director Roger Wood reported a small grant of common stock tied to his existing equity awards. On the reported date, he acquired 16 shares of restricted stock at no cash price through automatic dividend reinvestment on previously granted restricted shares, as required by the award terms. Following this grant, he directly holds a total of 19,923 shares of PHINIA common stock, including 3,367 shares of restricted stock.

Insider Trade Summary

Grant/Award: 16 shares

Grant/Award 1 txn

Insider WOOD ROGER

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	16	$0.00	$0.00

Holdings After Transaction: Common Stock — 19,923 shares (Direct)

Footnotes (2)

1. F1. 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 awards.
2. F2. Includes 3,367 shares of restricted stock.

FAQ

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What insider transaction did PHIN director Roger Wood report on this Form 4?

Roger Wood reported acquiring 16 shares of PHINIA INC. common stock. These shares were restricted stock received at no cash cost through automatic dividend reinvestment on existing restricted awards, slightly increasing his direct equity position in the company.

How many PHINIA (PHIN) shares does Roger Wood hold after this transaction?

After the reported transaction, Roger Wood directly holds 19,923 shares of PHINIA common stock. This total includes 3,367 shares of restricted stock, reflecting his combined unrestricted and restricted equity position as disclosed in the Form 4 filing.

What was the nature of the PHINIA shares acquired by Roger Wood?

The acquired PHINIA shares were restricted stock received through automatic dividend reinvestment. Dividends on his outstanding restricted stock were reinvested into additional restricted shares, in line with the terms of his existing equity awards rather than an open-market purchase.

Did Roger Wood pay a purchase price for the PHINIA shares reported on this Form 4?

No cash purchase price was paid for these PHINIA shares. The 16 restricted shares were granted at a stated price of $0.00 per share as part of automatic dividend reinvestment on previously awarded restricted stock under the company’s equity compensation arrangements.

Are the PHINIA shares held by Roger Wood direct or indirect holdings?

The Form 4 indicates that Roger Wood’s 19,923 PHINIA shares, including the newly acquired restricted stock, are held as direct ownership. No indirect ownership through entities or accounts is referenced in the provided transaction details or footnotes.

Does the Form 4 for PHINIA indicate any stock sales by Roger Wood?

The Form 4 shows only an acquisition of 16 restricted shares for Roger Wood and no dispositions. The transaction is categorized as a grant or award acquisition, linked to dividend reinvestment on existing restricted stock, with no reported sales or transfers.

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Accepted by SEC EDGAR 03/24/2026 - 05:09 PM EDT Learn about SEC filing dates

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^*

WOOD ROGER

(Last) (First) (Middle)

3000 UNIVERSITY DRIVE

(Street)

AUBURN HILLS MICHIGAN 48326

(City) (State) (Zip)

UNITED STATES

(Country)

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)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/20/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	03/20/2026		A		16(1)	A	$0	19,923(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 awards.

2. Includes 3,367 shares of restricted stock.

Remarks:

	/s/ Kelly A. Albin as attorney-in-fact for Roger Wood	03/24/2026
	** 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.
* Form 4: SEC 1474 (03-26)