Performance stock awards lift PMI (NYSE: PM) CEO stake to 154,513 shares

Rhea-AI Filing Summary

Philip Morris International CEO Frederic De Wilde reported two stock-based compensation awards. On February 5, 2026, he acquired 22,439 shares of common stock at $0, earned after the board certified achievement of a three-year performance goal tied to Performance Stock Units granted on February 9, 2023; these PSUs vest on February 18, 2026. On February 6, 2026, he received 10,640 Restricted Share Units under the 2022 Performance Incentive Plan, based on an average share price of $172.93 over 20 trading days before that date; these RSUs vest on February 21, 2029. Following these transactions, he beneficially owned 154,513 shares of Philip Morris International common stock, including 47,010 RSUs, all reported as directly held.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider De Wilde Frederic

Role CEO PMI International

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	10,640	$172.93	$1.84M
Grant/Award	Common Stock	22,439	$0.00	--

Holdings After Transaction: Common Stock — 154,513 shares (Direct)

Footnotes (1)

1. Reflects shares of common stock earned as a result of the certification by the Issuer's Board of Directors to the achievement of the year three performance goal under the terms of Performance Stock Units ("PSUs") awarded on February 9, 2023. The PSUs vest on February 18, 2026. Restricted Share Units awarded under the Philip Morris International Inc. 2022 Performance Incentive Plan. These Restricted Share Units will vest on February 21, 2029 Represents the average closing price of the common stock of Philip Morris International Inc. for 20 trading days prior to February 6, 2026. Includes 47,010 Restricted Share 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^*

De Wilde Frederic

(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)
	CEO PMI International

3. Date of Earliest Transaction (Month/Day/Year)
02/05/2026

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	02/05/2026		A		22,439(1)	A	$0	143,873	D
Common Stock	02/06/2026		A		10,640(2)	A	$172.93(3)	154,513(4)	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. Reflects shares of common stock earned as a result of the certification by the Issuer's Board of Directors to the achievement of the year three performance goal under the terms of Performance Stock Units ("PSUs") awarded on February 9, 2023. The PSUs vest on February 18, 2026.

2. Restricted Share Units awarded under the Philip Morris International Inc. 2022 Performance Incentive Plan. These Restricted Share Units will vest on February 21, 2029

3. Represents the average closing price of the common stock of Philip Morris International Inc. for 20 trading days prior to February 6, 2026.

4. Includes 47,010 Restricted Share Units.

Remarks:

	/s/ Darlene Quashie Henry, Attorney-In-Fact	02/09/2026
	** 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 transactions did PM CEO Frederic De Wilde report on this Form 4?

Frederic De Wilde reported acquiring 22,439 shares of Philip Morris International common stock from earned performance stock units and 10,640 restricted share units granted under a company incentive plan, increasing his directly held beneficial ownership to 154,513 shares, including restricted share units.

How did Frederic De Wilde receive the 22,439 Philip Morris (PM) shares?

He received 22,439 shares at no cost after the board certified achievement of a three-year performance goal attached to Performance Stock Units granted on February 9, 2023. These PSUs are scheduled to vest on February 18, 2026, subject to the plan terms.

What are the terms of the 10,640 Restricted Share Units granted to the PM CEO?

The 10,640 Restricted Share Units were granted under the Philip Morris International 2022 Performance Incentive Plan. They will vest on February 21, 2029, aligning management compensation with long-term company performance through time-based stock awards that settle in common shares when vested.

What does the $172.93 price represent in the PM CEO’s Form 4 filing?

The $172.93 figure represents the average closing price of Philip Morris International common stock for the 20 trading days prior to February 6, 2026. It serves as the reference value used for the restricted share unit grant reported in the insider transaction.

How many Philip Morris (PM) shares does the CEO beneficially own after these transactions?

After the reported grants, Frederic De Wilde beneficially owns 154,513 shares of Philip Morris International common stock directly. This total includes 47,010 Restricted Share Units, which are stock-based awards that will convert into shares upon vesting under the applicable incentive plans.

Are Frederic De Wilde’s reported Philip Morris (PM) holdings direct or indirect?

All reported holdings in this Form 4 are listed as directly owned by Frederic De Wilde. The filing shows no indirect ownership through entities such as trusts or partnerships, and no footnotes disclaim voting or investment authority over the reported shares.