[Form 4] PPG Industries, Inc. Insider Trading Activity

Rhea-AI Filing Summary

PPG Industries (PPG) – Form 4 insider activity

Chairman & CEO Timothy M. Knavish reported the 31 Jul 2025 accrual of 44.7507 phantom stock units at a reference price of $105.50 within PPG’s Deferred Compensation Plan. Phantom units convert to common stock on a 1-for-1 basis after employment ends and therefore do not trade on the open market. After the transaction, Knavish holds 11,832.471 phantom units, all recorded as direct ownership.

The filing reflects routine non-cash compensation; no common shares were bought or sold and there is no immediate impact on share count, cash flow, or dilution. While it modestly increases management’s equity alignment, the transaction is immaterial in size relative to PPG’s outstanding shares and does not signal a directional view on the stock.

Insights

Financial Analyst

TL;DR: Routine phantom-unit accrual; negligible market impact.

The transaction adds ≈45 phantom units (≈$4.7k) to the CEO’s deferred-comp plan, lifting total phantom exposure to ≈$1.25 m. Because units settle only post-employment and involve no cash outlay or open-market activity, dilution and liquidity effects are zero. The incremental ownership marginally tightens management–shareholder alignment but is too small to influence valuation or trading dynamics. Overall impact: neutral.

Corporate Governance Specialist

TL;DR: Signals continued use of equity-linked pay; no governance red flags.

Phantom stock units keep long-term incentives intact without immediate share issuance, supporting best-practice alignment between pay and performance. No evidence of opportunistic timing or 10b5-1 shelter; the event appears part of standard deferred-comp accrual. From a governance standpoint, the incremental grant is routine and non-controversial, leaving board oversight and insider-trading risk unchanged.

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^*

KNAVISH TIMOTHY M

(Last) (First) (Middle)

PPG INDUSTRIES, INC.

ONE PPG PLACE

(Street)

PITTSBURGH PA 15272

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PPG INDUSTRIES INC [ PPG ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
07/31/2025

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

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
Phantom Stock Units	(1)	07/31/2025		A		44.7507		(2)	(2)	Common Stock	44.7507	$105.5	11,832.471(3)	D

Explanation of Responses:

1. The security converts to common stock on a one-for-one basis.

2. After termination of employment with PPG.

3. Total of all phantom stock units held by the reporting person in the PPG Industries, Inc. Deferred Compensation Plan. Phantom stock units represent interests in an unfunded unitized company stock fund comprised of stock and cash. The number of shares attributed to the reporting person as a Plan participant may change from time to time without the volition of the reporting person depending on the fair market value of the issuer's common stock and the amount of cash in the fund.

Remarks:

	/s/ Greg E. Gordon, Attorney-in-Fact for Timothy M. Knavish	08/01/2025
	** 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 PPG CEO Timothy M. Knavish report on this Form 4?

He acquired 44.7507 phantom stock units on 31 Jul 2025 through the Deferred Compensation Plan.

Do phantom stock units dilute current PPG shareholders?

No. Units settle in shares only after the executive leaves; no new shares are issued today.

What is the CEO's total phantom stock ownership after the filing?

Timothy Knavish now holds 11,832.471 phantom stock units.

Was there any open-market purchase or sale of PPG common stock?

No. The transaction was a non-cash accrual within a deferred-compensation plan.

Does the filing signal management’s view on PPG’s share price?

Likely not; the accrual is routine compensation rather than a discretionary investment decision.