PHINIA CEO shares withheld for tax on vesting

Rhea-AI Filing Summary

PHINIA INC. President and CEO Brady D. Ericson reported a Form 4 showing a tax-related share disposition. On the vesting of restricted stock, 17,901 shares of common stock were automatically withheld at $72.63 per share to cover tax obligations. After this withholding, Ericson directly owns 388,361 common shares, which includes 139,536 shares of restricted stock.

Insider Trade Summary

Exercise Price or Tax Liability: 17,901 shares

Exercise Price or Tax Liability 1 txn

Insider Ericson Brady D

Role President and CEO

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	17,901	$72.63	$1.30M

Holdings After Transaction: Common Stock — 388,361 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 139,536 shares of restricted stock.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did PHINIA (PHIN) report for Brady D. Ericson?

PHINIA reported a Form 4 for President and CEO Brady D. Ericson showing a tax-withholding disposition of 17,901 shares of common stock. The shares were automatically withheld upon restricted stock vesting to satisfy tax obligations, rather than sold in an open-market transaction.

How many PHINIA (PHIN) shares were disposed of for tax withholding?

A total of 17,901 PHINIA common shares were disposed of to satisfy tax withholding requirements. These shares were automatically and mandatorily withheld when restricted stock vested, reflecting a non-market transaction tied to compensation rather than a discretionary sale in the open market.

What price per share was used in the PHINIA (PHIN) tax-withholding transaction?

The tax-withholding disposition used a price of $72.63 per PHINIA common share. This price is shown in the Form 4 for the 17,901 shares withheld to cover tax obligations on vested restricted stock, rather than representing a traditional open-market trade.

How many PHINIA (PHIN) shares does Brady D. Ericson own after the transaction?

After the tax-withholding disposition, Brady D. Ericson directly owns 388,361 PHINIA common shares. This reported total includes 139,536 shares of restricted stock, reflecting his remaining direct equity stake following the automatic withholding for tax purposes.

Does the PHINIA (PHIN) Form 4 indicate an open-market sale by the CEO?

No, the Form 4 indicates a tax-withholding disposition, not an open-market sale. The 17,901 shares were automatically withheld to cover taxes upon restricted stock vesting, meaning the transaction was tied to compensation and tax obligations rather than discretionary selling activity.

What type of transaction code appears in the PHINIA (PHIN) Form 4 filing?

The Form 4 uses transaction code “F,” which denotes payment of a tax liability by delivering securities. In this case, 17,901 PHINIA common shares were withheld automatically upon restricted stock vesting to satisfy tax withholding obligations for President and CEO Brady D. Ericson.

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

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Accepted by SEC EDGAR 03/03/2026 - 04:29 PM EST 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^*

Ericson Brady D

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

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		17,901(1)	D	$72.63	388,361(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 139,536 shares of restricted stock.

Remarks:

	/s/ Kelly A. Albin as attorney-in-fact for Brady D. Ericson	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.