PMI (NYSE: PM) CFO Babeau disposes shares to meet Swiss tax obligations

Rhea-AI Filing Summary

Philip Morris International Group CFO Emmanuel Babeau reported share dispositions. He sold 33,800 shares of common stock in an open-market transaction at an average price of $181.61 per share to cover annual Swiss tax obligations, leaving 164,463 shares owned directly.

Separately, 2,228 shares were withheld at $182.67 per share to satisfy tax obligations tied to the vesting of Restricted Share Units and Performance Stock Units. His reported holdings include 42,800 Restricted Share Units, which may convert into shares in the future if vesting conditions are met.

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

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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^*

Babeau Emmanuel

(Last) (First) (Middle)

677 WASHINGTON BLVD

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Group Chief Financial Officer

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		2,228(1)	D	$182.67	198,263(2)	D
Common Stock	02/19/2026		S		33,800(3)	D	$181.61(4)	164,463(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. Withholding of shares of Philip Morris International Inc. common stock to satisfy tax obligations in connection with the vesting of Restricted Share Units and Performance Stock Units.

2. Includes 42,800 Restricted Share Units.

3. Represents the number of shares sold by the reporting person to cover annual Swiss tax obligations.

4. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $181.04 to $182.07, inclusive. The reporting person undertakes to provide to Philip Morris International Inc., any security holder thereof, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth herein.

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.
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FAQ

What insider transactions did PM executive Emmanuel Babeau report?

Emmanuel Babeau reported two share dispositions. He sold 33,800 Philip Morris International common shares in an open-market transaction and had 2,228 shares withheld to satisfy tax obligations related to vesting equity awards, according to the Form 4 filing details.

How many Philip Morris (PM) shares did Emmanuel Babeau sell and at what price?

Emmanuel Babeau sold 33,800 Philip Morris International common shares at an average price of $181.61 per share. The sale was described as an open-market transaction and was undertaken to cover his annual Swiss tax obligations, according to the filing footnotes.

Why were additional Philip Morris (PM) shares disposed of in Babeau’s Form 4?

In addition to the open-market sale, 2,228 Philip Morris shares were withheld at $182.67 per share to satisfy tax obligations. These arose from the vesting of Restricted Share Units and Performance Stock Units granted to Emmanuel Babeau under the company’s equity compensation programs.

How many Philip Morris (PM) shares does Emmanuel Babeau own after these transactions?

After the reported transactions, Emmanuel Babeau directly holds 164,463 Philip Morris International shares. This figure, disclosed in the Form 4, reflects his remaining ownership following the open-market sale and the separate tax-withholding disposition of vested equity award shares.

What Restricted Share Units does Emmanuel Babeau hold at Philip Morris (PM)?

Emmanuel Babeau’s reported holdings include 42,800 Restricted Share Units of Philip Morris International. These units represent rights to receive shares in the future, typically subject to continued service and performance or time-based vesting conditions established under the company’s compensation plans.

Were Emmanuel Babeau’s Philip Morris (PM) share sales part of compensation-related taxes?

Yes. The filing states the 33,800-share sale was to cover annual Swiss tax obligations, while 2,228 shares were withheld to satisfy taxes linked to vesting Restricted Share Units and Performance Stock Units, indicating both dispositions were tied to personal and compensation-related tax liabilities.