PHINIA CTO has 1,289 shares withheld for taxes

Rhea-AI Filing Summary

PHINIA INC. (PHIN) reported an insider equity-tax event by Todd L. Anderson, VP and Chief Technology Officer. On 2026-08-28, 1,289 shares of common stock were automatically and mandatorily withheld to satisfy tax withholding upon the vesting of restricted stock at a reference price of $68.65 per share. After this withholding, Anderson directly owns 29,792 shares of common stock, which includes 4,275 shares of restricted stock.

Insider Trade Summary

Net Seller: 1,289 shares

Net Sell 1 txn

Insider Anderson Todd L

Role VP and Chief Tech. Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F1, F2	1,289	$68.65	$88K

Holdings After Transaction: Common Stock — 29,792 shares (Direct)

Footnotes (2)

1. F1. Shares automatically and mandatorily withheld to satisfy the tax withholding requirement upon the vesting of restricted stock.
2. F2. Includes 4,275 shares of restricted stock.

Key Figures

Shares withheld for tax: 1,289 shares of common stock Reference price per share: $68.65 per share Shares owned after transaction: 29,792 shares of common stock +1 more

4 metrics

Shares withheld for tax 1,289 shares of common stock Automatically and mandatorily withheld on 2026-08-28 to satisfy tax withholding upon restricted stock vesting

Reference price per share $68.65 per share Price reported for the 1,289 shares withheld for tax on 2026-08-28

Shares owned after transaction 29,792 shares of common stock Direct holdings of Todd L. Anderson following the tax-withholding transaction

Restricted stock included in holdings 4,275 shares of restricted stock Portion of Anderson’s 29,792 post-transaction shares that are restricted stock

Key Terms

restricted stock, tax withholding requirement, Form 4

3 terms

restricted stock financial

"Shares automatically and mandatorily withheld to satisfy the tax withholding requirement upon the vesting of restricted stock"

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

tax withholding requirement financial

"automatically and mandatorily withheld to satisfy the tax withholding requirement upon the vesting"

Form 4 regulatory

"The PHINIA (PHIN) Form 4 transaction was a tax withholding event"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

FAQ

What insider transaction did PHINIA INC. (PHIN) disclose for Todd L. Anderson?

PHINIA INC. disclosed that VP and Chief Technology Officer Todd L. Anderson had 1,289 common shares automatically and mandatorily withheld on 2026-08-28 to satisfy tax withholding obligations upon the vesting of restricted stock.

Was the PHINIA (PHIN) Form 4 transaction an open-market sale or a tax withholding?

The Form 4 transaction was a tax withholding event, not an open-market sale. 1,289 shares of common stock were automatically and mandatorily withheld to satisfy tax withholding requirements upon the vesting of restricted stock.

How many PHINIA (PHIN) shares does Todd L. Anderson hold after this Form 4 transaction?

Following the reported tax-withholding transaction, Todd L. Anderson directly holds 29,792 shares of PHINIA common stock. This total includes 4,275 shares of restricted stock as disclosed in the filing footnotes.

What price per share was reported for the PHINIA (PHIN) tax-withholding shares?

The shares withheld for tax purposes were reported at $68.65 per share. At this reference price, 1,289 shares of PHINIA common stock were automatically withheld to meet the tax withholding obligation tied to restricted stock vesting.

Does the PHINIA (PHIN) Form 4 indicate use of a Rule 10b5-1 trading plan?

No. The document-level Rule 10b5-1 checkbox is not affirmed (set to false), and the footnotes describe the transaction as automatic tax withholding upon vesting of restricted stock, not as trades under a 10b5-1 trading plan.

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Available on EDGAR 09/01/2026 - 08:07 PM Accepted by SEC EDGAR 09/01/2026 - 08:06 PM 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^*

Anderson Todd L

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VP and Chief Tech. Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/28/2026

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	08/28/2026		F		1,289(1)	D	$68.65	29,792(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 4,275 shares of restricted stock.

Remarks:

Power of Attorney is attached hereto as Exhibit 24.

	/s/ Kathleen Cindric as attorney-in-fact for Todd L. Anderson	09/01/2026
	** 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)