Philip Morris (NYSE: PM) chairman logs tax-withholding share transaction

Rhea-AI Filing Summary

Philip Morris International Inc. director and chairman Andre Calantzopoulos reported a tax-related share disposition. On February 18, 2026, 14,740 shares of common stock were withheld at $182.67 per share to satisfy tax obligations tied to vesting Performance Stock Units, rather than an open‑market sale. Following this transaction, he directly held 587,663 shares of Philip Morris International common stock. An additional 398,412 shares are held indirectly by his spouse, and he disclaims beneficial ownership of those securities.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Calantzopoulos Andre

Role Director

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	14,740	$182.67	$2.69M
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 587,663 shares (Direct); Common Stock — 398,412 shares (Indirect, By Spouse)

Footnotes (1)

1. Withholding of shares of Philip Morris International Inc. common stock to satisfy tax obligations in connection with the vesting of Performance Stock Units. The reporting person disclaims beneficial ownership of the securities owned by the spouse.

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^*

Calantzopoulos Andre

(Last) (First) (Middle)

677 WASHINGTON BLVD

SUITE 1100

(Street)

STAMFORD CT 06901

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Philip Morris International Inc. [ PM ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			Chairman

3. Date of Earliest Transaction (Month/Day/Year)
02/18/2026

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	02/18/2026		F		14,740(1)	D	$182.67	587,663	D
Common Stock								398,412	I(2)	By Spouse

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. Withholding of shares of Philip Morris International Inc. common stock to satisfy tax obligations in connection with the vesting of Performance Stock Units.

2. The reporting person disclaims beneficial ownership of the securities owned by the spouse.

Remarks:

	/s/ Darlene Quashie Henry, Attorney-In-Fact	02/20/2026
	** 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 did Andre Calantzopoulos report in his latest Form 4 for PM?

Andre Calantzopoulos reported a tax-withholding disposition of 14,740 Philip Morris International shares. The shares were withheld to cover tax obligations from vesting Performance Stock Units, not sold in an open market transaction, according to the filing footnote.

How many Philip Morris (PM) shares were withheld for taxes in this filing?

The filing shows 14,740 shares of Philip Morris International common stock withheld. These shares covered tax obligations related to the vesting of Performance Stock Units, at a price of $182.67 per share on February 18, 2026.

Does the Form 4 show Andre Calantzopoulos selling PM shares in the market?

The Form 4 does not show an open-market sale. It records a tax-withholding disposition, where 14,740 shares were withheld by Philip Morris International to satisfy tax obligations from vesting Performance Stock Units, rather than sold to third-party buyers.

How many Philip Morris (PM) shares does Andre Calantzopoulos own after this transaction?

After the tax-withholding transaction, Andre Calantzopoulos directly owned 587,663 shares of Philip Morris International. The Form 4 also lists 398,412 shares held indirectly by his spouse, for which he disclaims beneficial ownership under the footnote.

What does the spouse ownership disclosure mean in the PM Form 4?

The filing states that 398,412 PM shares are held indirectly by Andre Calantzopoulos’s spouse. A footnote explains that he disclaims beneficial ownership of those securities, indicating they are legally owned by the spouse, not by him directly.

What is the transaction code F in the Philip Morris (PM) Form 4?

Transaction code F denotes payment of tax liability or exercise price by delivering securities. In this case, 14,740 Philip Morris International shares were withheld to satisfy tax obligations arising from the vesting of Performance Stock Units on February 18, 2026.