PHINIA officer has 1,877 shares withheld for taxes

Rhea-AI Filing Summary

PHINIA INC. (PHIN) reported that officer Neto de Abreu Pedro Rui, President, Power Systems, had 1,877 shares of common stock automatically withheld on 2026-08-28 to satisfy tax withholding upon vesting of restricted stock units, at a reference price of $68.65 per share. Following this tax-withholding disposition, he holds 16,701 shares directly, including 3,075 shares of restricted stock and 1,420 restricted stock units.

Insider Trade Summary

Net Seller: 1,877 shares

Net Sell 1 txn

Insider Neto de Abreu Pedro Rui

Role President, Power Systems

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F1, F2	1,877	$68.65	$129K

Holdings After Transaction: Common Stock — 16,701 shares (Direct)

Footnotes (2)

1. F1. Shares automatically and mandatorily withheld to satisfy the tax withholding requirement upon the vesting of restricted stock units.
2. F2. Includes 3,075 shares of restricted stock and 1,420 restricted stock units.

Key Figures

Shares withheld for taxes: 1,877 shares Transaction price per share: $68.65 per share Shares owned after transaction: 16,701 shares +2 more

5 metrics

Shares withheld for taxes 1,877 shares Common stock automatically withheld on 2026-08-28 for tax withholding on RSU vesting

Transaction price per share $68.65 per share Reference price used for the 1,877-share tax-withholding disposition

Shares owned after transaction 16,701 shares Direct common stock holdings following the 2026-08-28 transaction

Restricted stock included 3,075 shares Restricted stock included within post-transaction holdings

Restricted stock units included 1,420 units Restricted stock units included within post-transaction holdings

Key Terms

restricted stock units, restricted stock, tax withholding, Power of Attorney

4 terms

restricted stock units financial

"tax withholding requirement upon the vesting of restricted stock units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

restricted stock financial

"Includes 3,075 shares of restricted stock and 1,420 restricted stock units"

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 financial

"withheld to satisfy the tax withholding requirement upon the vesting"

Tax withholding is the practice of taking a portion of a payment—such as wages, dividends, or sale proceeds—before it reaches the recipient and sending that portion to the tax authority as an advance on the recipient’s eventual tax bill. For investors it matters because withholding reduces immediate cash received and affects after‑tax returns, estimated tax payments, and whether you may owe more or receive a refund when taxes are finally calculated, like having a small automatic savings set aside for your tax bill.

Power of Attorney regulatory

"Power of Attorney is attached hereto as Exhibit 24."

A power of attorney is a legal document that allows one person to make decisions and act on behalf of another person, often in financial or legal matters. It’s like giving someone a trusted helper or agent the authority to handle important tasks if you are unable to do so yourself. This matters to investors because it can impact how their assets are managed or transferred if they become unable to oversee their affairs.

FAQ

What insider transaction did PHIN:PHIN report for Neto de Abreu Pedro Rui?

PHINIA INC. reported that officer Neto de Abreu Pedro Rui had 1,877 shares of common stock withheld on 2026-08-28 to satisfy tax withholding upon vesting of restricted stock units, coded as a tax-liability payment (transaction code F).

At what price were the PHIN shares valued for the 1,877-share tax withholding?

The 1,877 PHIN shares withheld for tax purposes were valued at $68.65 per share, according to the Form 4 transaction details.

How many PHIN shares does Neto de Abreu Pedro Rui own after this Form 4 transaction?

After the tax-withholding transaction, Neto de Abreu Pedro Rui directly holds 16,701 shares of PHINIA INC. common stock, including 3,075 restricted shares and 1,420 restricted stock units.

Was the PHIN Form 4 transaction a market sale or a tax withholding?

The Form 4 describes a tax-withholding disposition, not an open-market sale. 1,877 shares were automatically and mandatorily withheld to satisfy tax obligations upon RSU vesting.

Is the PHIN insider transaction under a Rule 10b5-1 trading plan?

No. The filing’s 10b5-1 checkbox is not marked as true, and there is no footnote indicating that the 1,877-share withholding transaction occurred under a Rule 10b5-1 trading plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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^*

Neto de Abreu Pedro Rui

(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)
	President, Power Systems

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		1,877(1)	D	$68.65	16,701(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 units.

2. Includes 3,075 shares of restricted stock and 1,420 restricted stock units.

Remarks:

Power of Attorney is attached hereto as Exhibit 24.

	/s/ Kathleen Cindric as attorney-in-fact for Pedro Rui Neto de Abreu	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)