PPG insider Hagerty reports deferred-comp phantom stock acquisition

Rhea-AI Filing Summary

Chancey E. Hagerty, Senior Vice President, Automotive Refinish Coatings at PPG Industries (PPG), reported a Section 16 Form 4 disclosing acquisition of phantom stock units on 08/29/2025. The report shows 15.6281 phantom stock units acquired with an attributable price of $111.23, resulting in 49.275 units beneficially owned after the transaction. The filing explains these phantom units convert one-for-one into common stock and are payable after termination of employment. The units are interests in an unfunded, unitized company stock fund whose attributed share count may change with the fair market value of PPG common stock and cash in the fund. The Form 4 was signed by an attorney-in-fact on behalf of the reporting person on 09/02/2025.

Positive

• Transparent disclosure of a deferred compensation transaction by a senior officer
• Phantom units convert one-for-one to common stock, making economic exposure to shareholders clear
• No insider sale reported; this was an acquisition/credit within a deferred compensation plan

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine deferred-compensation credit of phantom stock units; modest, non-cash grant tied to stock value.

This filing records a non-cash increase in deferred compensation for a senior executive through phantom stock units that convert one-for-one into common shares and are payable after employment ends. The reported amount (15.6281 units at an attributed price of $111.23) is small in absolute share terms and appears to be part of the companys existing deferred compensation plan rather than an equity issuance. For investors, this is a governance/compensation disclosure rather than an operational or capital event; it does not reflect a sale of shares by the insider or a new cash raise.

Corporate Governance Expert

TL;DR: Disclosure aligns with standard executive deferred-comp practices; provides transparency on post-employment equity-linked pay.

The Form 4 clarifies the nature and mechanics of the phantom units: they are unfunded interests in a unitized company stock fund, convertible one-for-one to common stock and payable after termination. The filing includes required details: reporting person role, transaction date, number of units and the plan context. This is a routine compensation-related disclosure that supports transparency on potential future share delivery but contains no indication of immediate insider selling or governance concerns.

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

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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^*

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)
08/29/2025

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)	08/29/2025		A		15.6281		(2)	(2)	Common Stock	15.6281	$111.23	49.275(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	09/02/2025
	** 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.
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FAQ

What transaction did Chancey E. Hagerty report on the Form 4 for PPG?

The Form 4 reports an acquisition of 15.6281 phantom stock units on 08/29/2025 under PPG's deferred compensation plan.

How many phantom stock units does Hagerty own after the reported transaction?

The filing shows 49.275 phantom stock units beneficially owned following the transaction.

Do the phantom stock units convert to PPG common stock?

Yes. The filing states the security converts to common stock on a one-for-one basis and is payable after termination of employment.

What is the attributed price per unit reported on the Form 4?

The Form 4 lists an attributed price of $111.23 for the phantom stock units.

Was this Form 4 signed by the reporting person?

The Form 4 was signed by an attorney-in-fact for Chancey E. Hagerty on 09/02/2025.