PMI U.S. chief Stacey Kennedy (NYSE: PM) sells 14,350 shares

Rhea-AI Filing Summary

Philip Morris International executive Stacey Kennedy, CEO PMI U.S., reported selling 14,350 shares of common stock at $183.13 per share in an open-market transaction, leaving 45,301 shares held directly.

On February 18, 4,324 shares were withheld at $182.67 to satisfy tax obligations on vesting awards, and current holdings include 17,530 restricted share units.

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^*

Kennedy Stacey

(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 U.S.

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		4,324(1)	D	$182.67	59,651(2)	D
Common Stock	02/20/2026		S		14,350	D	$183.13(3)	45,301(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 17,530 Restricted Share Units.

3. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $183.00 to $183.45, 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.
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 Philip Morris (PM) executive Stacey Kennedy report?

Stacey Kennedy reported an open-market sale of 14,350 Philip Morris common shares at $183.13 each. The Form 4 also shows a separate share withholding for taxes and confirms her remaining direct and restricted share unit holdings after these transactions.

How many Philip Morris (PM) shares did Stacey Kennedy sell and at what price?

She sold 14,350 Philip Morris common shares at a reported weighted average price of $183.13. A footnote explains the sale occurred in multiple trades between $183.00 and $183.45 per share, with full trade details available upon request.

What was the purpose of the 4,324-share disposition in Stacey Kennedy’s Philip Morris (PM) Form 4?

The 4,324-share disposition was for tax withholding related to vesting Restricted Share Units and Performance Stock Units. Shares were withheld at $182.67 per share to satisfy tax obligations, rather than being an open-market sale initiated for portfolio or liquidity reasons.

How many Philip Morris (PM) shares does Stacey Kennedy hold after these transactions?

After the reported transactions, Stacey Kennedy directly holds 45,301 shares of Philip Morris common stock. A footnote states this total includes 17,530 Restricted Share Units, which are share-based awards that typically vest over time according to the company’s compensation programs.

What role does Stacey Kennedy hold at Philip Morris (PM) in this Form 4 filing?

Stacey Kennedy is identified as an officer, serving as CEO PMI U.S. in the Form 4. The filing reports her personal transactions in Philip Morris common stock, reflecting both an open-market sale and a tax-withholding share disposition connected to equity award vesting.