PHINIA (PHIN) VP granted 1,523 restricted stock units in Form 4 filing

Rhea-AI Filing Summary

PHINIA Inc. vice president and GM Global Aftermarket Neil Fryer received an equity award in the form of restricted stock units. On February 9, 2026, he acquired 1,523 shares of common stock at a price of $0 per share as a grant or award acquisition.

The award represents restricted stock units that will vest in three substantially equal annual installments beginning February 28, 2027. Following this transaction, Fryer beneficially owned 21,394 shares of common stock, including 14,641 restricted stock units.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Fryer Neil

Role VP and GM Global Aftermarket

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	1,523	$0.00	--

Holdings After Transaction: Common Stock — 21,394 shares (Direct)

Footnotes (1)

1. Represents an award of restricted stock units with respect to the Issuer's common stock, which will vest in three substantially equal annual installments beginning February 28, 2027. Includes 14,641 restricted stock units.

Form 4 Insider Transactions: What Each Field Means →

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^*

Fryer Neil

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VP and GM Global Aftermarket

3. Date of Earliest Transaction (Month/Day/Year)
02/09/2026

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	02/09/2026		A		1,523(1)	A	$0	21,394(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. Represents an award of restricted stock units with respect to the Issuer's common stock, which will vest in three substantially equal annual installments beginning February 28, 2027.

2. Includes 14,641 restricted stock units.

Remarks:

	/s/ Kelly A. Albin as attorney-in-fact for Neil Fryer	02/11/2026
	** 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.

FAQ

What insider transaction did PHINIA (PHIN) report for Neil Fryer?

PHINIA reported that executive Neil Fryer received a grant of 1,523 shares of common stock on February 9, 2026. The transaction was coded as a grant or award acquisition at a price of $0 per share, increasing his beneficial holdings.

What type of equity award did Neil Fryer receive from PHINIA (PHIN)?

Neil Fryer received an award of restricted stock units tied to PHINIA’s common stock. These restricted stock units will convert into shares as they vest in three substantially equal annual installments beginning February 28, 2027, subject to the award’s terms.

How many PHINIA (PHIN) shares does Neil Fryer hold after this Form 4 transaction?

After the reported transaction, Neil Fryer beneficially owned 21,394 shares of PHINIA common stock. This total includes 14,641 restricted stock units, reflecting both vested and unvested equity interests disclosed in the filing’s ownership table and footnotes.

When do Neil Fryer’s new PHINIA (PHIN) restricted stock units vest?

The restricted stock units awarded to Neil Fryer will vest in three substantially equal annual installments beginning February 28, 2027. Each installment represents a portion of the original grant, subject to the specific vesting conditions outlined in the award agreement.

Was Neil Fryer’s PHINIA (PHIN) equity award a purchase or a grant?

The transaction was a grant, not an open-market purchase. It is coded as a grant, award, or other acquisition at a price of $0 per share, indicating compensation-related equity rather than shares bought in the market.

What is Neil Fryer’s role at PHINIA (PHIN) as shown in the Form 4?

Neil Fryer is identified as an officer of PHINIA, serving as VP and GM Global Aftermarket. This role classification explains why his equity grant and beneficial ownership in PHINIA common stock must be reported on Form 4 under insider reporting rules.