PPG Form 4: Knavish receives deferred 74.30 phantom stock units at $110.72

Rhea-AI Filing Summary

Timothy M. Knavish, who serves as Chairman and CEO and is a director of PPG Industries, reported an award of 74.3049 phantom stock units under the PPG Industries, Inc. Deferred Compensation Plan on 09/12/2025. The report shows these phantom units convert to common stock on a one-for-one basis and are valued at a unit price of $110.72, representing 74.3049 shares for reporting purposes. After this grant the filing reports the reporting person beneficially owns 11,957.9663 shares (expressed as units in the Plan). The phantom units are part of an unfunded unitized stock-and-cash fund and may change in number based on the fund's fair market value; conversion or cash settlement occurs after termination of employment.

Positive

• CEO increased deferred equity holdings through 74.3049 phantom stock units, aligning long-term interests with shareholders
• No sales were reported; the filing reflects accumulation rather than disposition of shares

Negative

• None.

Insights

Securities Analyst

TL;DR: CEO received phantom stock units that increase his deferred equity position; no cash sale or exercise reported.

The filing documents a non-derivative grant of 74.3049 phantom stock units to CEO/director Timothy Knavish under PPG's deferred compensation plan at an implied unit value of $110.72 on 09/12/2025. These units convert one-for-one to common shares and are held in an unfunded stock-and-cash fund whose credited share count can change with market value and cash allocations. The reported beneficial ownership of 11,957.9663 units post-transaction reflects total plan holdings rather than a market sale or purchase; therefore, the filing signals compensation-linked equity accumulation rather than immediate liquidity or dilution events.

Corporate Governance Expert

TL;DR: Grant is a routine deferred compensation equity award tied to employment and plan mechanics, not a signaling sale or takeover move.

The Form 4 shows a grant of phantom stock units that are part of PPG's Deferred Compensation Plan and will convert to common stock on a one-for-one basis after employment termination. The disclosure clarifies the units are unfunded and unitized with cash components, meaning accounting and payout depend on plan mechanics and market valuation. As a routine executive compensation disclosure, it has limited immediate governance implications beyond indicating continued alignment of the CEO with equity-based deferred compensation.

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
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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^*

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)
09/12/2025

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)	09/12/2025		A		74.3049		(2)	(2)	Common Stock	74.3049	$110.72	11,957.9663(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	09/15/2025
	** 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 (PPG) insider Timothy Knavish report on 09/12/2025?

He reported receipt of 74.3049 phantom stock units under the PPG Deferred Compensation Plan, recorded at an implied unit value of $110.72.

How many shares does Timothy Knavish beneficially own after this transaction?

The Form 4 reports 11,957.9663 shares (expressed as plan units) beneficially owned following the reported transaction.

When do the phantom stock units convert to common stock?

The filing states the security converts to common stock on a one-for-one basis, and conversion or payout occurs after termination of employment.

Are the phantom stock units funded or cash-settled?

The units represent interests in an unfunded unitized company stock fund comprised of stock and cash; the credited number may change with fair market value and fund cash.

Was there any sale or disposition of securities by the reporting person in this filing?

No disposition is reported; the Form 4 shows an acquisition (A) of phantom stock units, not a sale.