PPG Form 4: Sr. VP Hagerty Adds 15.89 Phantom Units, Now 65.28 Share-Equivalents

Rhea-AI Filing Summary

Chancey E. Hagerty, Senior Vice President, Automotive Refinish Coatings at PPG Industries (PPG), reported a transaction dated 09/15/2025 on Form 4 showing acquisition of 15.8908 phantom stock units under PPG's Deferred Compensation Plan at an attributed price of $109.45. After the transaction the filing shows 65.2789 shares (or share-equivalents) beneficially owned. The filing explains the phantom stock units convert to common stock one-for-one and represent interests in an unfunded unitized stock-and-cash fund whose credited share count can change with PPG's market value and cash in the fund. The units convert after termination of employment.

Positive

• Insider alignment: The filing shows continued executive exposure to PPG equity via the Deferred Compensation Plan, aligning interests with shareholders
• Transparency: Clear disclosure of the number of phantom units and conversion mechanics increases investor visibility into executive holdings

Negative

• No immediate market purchase or sale disclosed: The transaction is plan-based and does not reflect an active purchase or sale signal to the market
• Conversion contingent on termination: The phantom units convert to common stock only after employment ends, so they do not increase voting shares currently outstanding

Insights

Corporate Governance Expert

TL;DR: Routine insider deferred-compensation crediting; confirms executive stake and alignment with shareholder value.

The Form 4 documents a non-derivative acquisition of phantom stock units by a senior executive through PPG's Deferred Compensation Plan. This is a common mechanism to defer compensation while maintaining economic exposure to the company's stock performance. The filing clarifies conversion is one-for-one to common shares upon termination and that unit counts vary with fund value, indicating the holding is tied to market movements rather than discretionary share grants. For governance, the disclosure increases transparency about an executive's economic exposure but does not indicate additional cash or equity issuance to the market.

Compensation & Benefits Analyst

TL;DR: Transaction appears to be routine deferred-compensation accounting credit, not a market trade or option exercise.

The entry of 15.8908 phantom stock units at an attributed value of $109.45 reflects plan crediting rather than open-market purchase. Phantom units are unfunded and represent unitized interests in stock and cash; they adjust with fair market value and cash in the fund. The filing notes conversion occurs after employment ends, which is consistent with retention-linked deferred-pay design. The reported 65.2789 share-equivalents held post-transaction quantifies the executive's current plan exposure.

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^*

Hagerty Chancey E.

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Sr. VP, Auto. Refinish Ctgs.

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2025

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
Phamtom Stock Units	(1)	09/15/2025		A		15.8908		(2)	(2)	Common Stock	15.8908	$109.45	65.2789(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 Chancey E. Hagerty	09/16/2025
	** 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 Chancey E. Hagerty report on Form 4 for PPG (PPG)?

He reported acquisition of 15.8908 phantom stock units under PPG's Deferred Compensation Plan on 09/15/2025 with an attributed price of $109.45.

How many share-equivalents did the reporting person own after the transaction?

65.2789 share-equivalents (phantom stock units) were reported as beneficially owned following the transaction.

Do the phantom stock units convert to common stock?

Yes. The filing states the security converts to common stock on a one-for-one basis, with conversion occurring after termination of employment.

What are phantom stock units in this filing?

They are interests in an unfunded unitized company stock fund comprised of stock and cash; credited shares can change with the market value of PPG's common stock and fund cash.

Was this Form 4 filed jointly or by a single reporting person?

Filed by one reporting person. The form indicates it was filed by one reporting person.