STOCK TITAN

PHINIA (PHIN) director Latondra Newton awarded 2,140 deferred stock units

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

Rhea-AI Filing Summary

PHINIA Inc. director Latondra Newton reported a new equity compensation award. She received 2,140 deferred restricted stock units (DRSUs), each economically equivalent to one share of PHINIA common stock. These DRSUs vest on May 22, 2027 and will convert into shares after her board service ends under the company’s Director Deferred Compensation Program and 2023 Stock Incentive Plan.

The filing also notes 3,367 DRSUs that have already vested and will settle upon her termination of board service, and shows 19,923 shares of common stock held directly after the reported transactions.

Positive

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Insider Newton Latondra
Role null
Type Security Shares Price Value
Grant/Award Deferred Restricted Stock Units 2,140 $0.00 --
holding Common Stock -- -- --
Holdings After Transaction: Deferred Restricted Stock Units — 2,140 shares (Direct, null); Common Stock — 19,923 shares (Direct, null)
Footnotes (1)
  1. Includes 3,367 deferred restricted stock units ("DRSUs") that have vested and will settle upon the reporting person's termination of board service. Represents DRSUs that the reporting person elected to receive in lieu of the annual non-employee director grant of shares of restricted stock. Each DRSU is the economic equivalent of one share of PHINIA Inc. common stock and will vest on May 22, 2027. These DRSUs will settle into an equal number of shares of the issuer's common stock, including any additional DRSUs acquired as a result of dividend equivalents that have vested, upon the reporting person's termination of board service pursuant to the issuer's Director Deferred Compensation Program and 2023 Stock Incentive Plan.
New DRSU grant 2,140 units Deferred restricted stock units granted to director on May 22, 2026
Common shares held 19,923 shares Common stock directly owned following reported transactions
Previously vested DRSUs 3,367 units Deferred restricted stock units that have vested and will settle at end of board service
DRSU conversion ratio 1:1 to common stock Each DRSU is the economic equivalent of one PHINIA common share
Deferred Restricted Stock Units financial
"Represents DRSUs that the reporting person elected to receive in lieu of the annual non-employee director grant of shares of restricted stock."
Deferred restricted stock units are promises by a company to give employees or executives company shares at a future date, subject to conditions like continued employment or performance targets; the delivery and tax event are intentionally delayed. They matter to investors because they affect when new shares may be issued and how executives are motivated—like a paycheck held in escrow that vests over time, influencing potential share dilution and management behavior.
dividend equivalents financial
"including any additional DRSUs acquired as a result of dividend equivalents that have vested"
Payments tied to employee or contractor equity awards that mirror the cash dividends paid on the company’s stock; they give the holder the same economic benefit as owning the shares without transferring actual shares—often paid in cash or additional award units when the award becomes payable. Investors care because these payments affect a company’s compensation costs, cash flow and potential share dilution, and they signal how management is being rewarded and aligned with shareholders.
Director Deferred Compensation Program financial
"upon the reporting person's termination of board service pursuant to the issuer's Director Deferred Compensation Program and 2023 Stock Incentive Plan."
A director deferred compensation program is an arrangement that lets a company delay paying part of a board member’s fees or bonuses until a future date, often at retirement or after leaving the board. It matters to investors because it affects a company’s long‑term cash commitments and executive incentives—like a timed savings plan that can align directors’ decisions with the company’s future performance while creating future liabilities on the balance sheet.
2023 Stock Incentive Plan financial
"pursuant to the issuer's Director Deferred Compensation Program and 2023 Stock Incentive Plan."
SEC Form 4
FORM 4UNITED 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*
Newton Latondra

(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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/22/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock19,923(1)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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Deferred Restricted Stock Units(2)05/22/2026A2,140 (2) (2)Common Stock2,140$02,140D
Explanation of Responses:
1. Includes 3,367 deferred restricted stock units ("DRSUs") that have vested and will settle upon the reporting person's termination of board service.
2. Represents DRSUs that the reporting person elected to receive in lieu of the annual non-employee director grant of shares of restricted stock. Each DRSU is the economic equivalent of one share of PHINIA Inc. common stock and will vest on May 22, 2027. These DRSUs will settle into an equal number of shares of the issuer's common stock, including any additional DRSUs acquired as a result of dividend equivalents that have vested, upon the reporting person's termination of board service pursuant to the issuer's Director Deferred Compensation Program and 2023 Stock Incentive Plan.
Remarks:
/s/ Kelly A. Albin as attorney-in-fact for Latondra Newton05/27/2026
** Signature of Reporting PersonDate
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)

FAQ

What insider transaction did PHIN (PHINIA Inc.) report for Latondra Newton?

PHINIA Inc. reported that director Latondra Newton received 2,140 deferred restricted stock units as an equity award. These units are compensation, not an open-market purchase or sale, and are economically equivalent to common shares subject to vesting and settlement conditions.

How many deferred restricted stock units did PHIN director Latondra Newton receive?

Latondra Newton was granted 2,140 deferred restricted stock units (DRSUs) as part of her director compensation. Each DRSU equals one share of PHINIA common stock and will vest on May 22, 2027 before settling into shares after her board service ends.

When do Latondra Newton’s new PHINIA deferred stock units vest and settle?

The 2,140 new deferred restricted stock units vest on May 22, 2027. They will then settle into an equal number of PHINIA common shares upon her termination of board service, in line with the Director Deferred Compensation Program and 2023 Stock Incentive Plan.

What existing PHINIA deferred stock units does Latondra Newton already have?

The filing notes that Latondra Newton already has 3,367 deferred restricted stock units that have vested. These vested DRSUs will settle into PHINIA common shares when her board service ends, adding to the director’s long-term equity-based compensation position.

:How many PHINIA common shares does Latondra Newton hold after this Form 4?

After the reported transactions, Latondra Newton holds 19,923 PHINIA common shares directly. This figure reflects her reported direct ownership at that time and sits alongside her vested and unvested deferred restricted stock unit awards disclosed in the same filing.

Is Latondra Newton’s PHINIA equity award an open-market stock purchase?

No, the 2,140 deferred restricted stock units are a compensation grant, not an open-market purchase. They were received in lieu of an annual non-employee director restricted stock grant, with vesting in 2027 and settlement after her board service concludes.