PPG Industries (PPG) officer reports phantom stock unit acquisition

Rhea-AI Filing Summary

PPG Industries reported an insider equity transaction by senior vice president and chief human resources officer Robert L. Massy on 12/15/2025. He acquired 16.8411 phantom stock units, each tied to PPG common shares on a one-for-one basis, at a reference price of $103.72 per unit.

Following this transaction, Massy beneficially owns 150.3272 phantom stock units, held directly in the PPG Industries, Inc. Deferred Compensation Plan. These phantom stock units represent interests in an unfunded unitized company stock fund of stock and cash and may change in number over time based on the fair market value of PPG’s common stock and cash in the fund, rather than through his trading decisions. The units convert into common stock after termination of employment with PPG.

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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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^*

Massy Robert L.

(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 and Chief HR Officer

3. Date of Earliest Transaction (Month/Day/Year)
12/15/2025

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
Phantom Stock Units	(1)	12/15/2025		A		16.8411		(2)	(2)	Common Stock	16.8411	$103.72	150.3272(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 Robert L. Massy	12/16/2025
	** 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 insider transaction did PPG (PPG) report in this filing?

The filing shows that Robert L. Massy, PPG’s senior vice president and chief human resources officer, acquired 16.8411 phantom stock units on 12/15/2025 under a company plan.

How many phantom stock units does the PPG executive own after this transaction?

After the reported transaction, Robert L. Massy beneficially owns 150.3272 phantom stock units, held directly in the PPG Industries, Inc. Deferred Compensation Plan.

What are phantom stock units in PPG’s Deferred Compensation Plan?

PPG’s phantom stock units represent interests in an unfunded unitized company stock fund made up of PPG stock and cash. The number of units attributed to the executive can change over time based on the fair market value of PPG common stock and the cash in the fund.

How do PPG phantom stock units convert into common stock?

Each phantom stock unit converts into one share of PPG common stock on a one-for-one basis. The units become exercisable and convert after termination of employment with PPG, as indicated in the footnotes.

What price is associated with the phantom stock units acquired by the PPG executive?

The phantom stock units acquired on 12/15/2025 are associated with a reference price of $103.72 per unit, as disclosed in the derivative securities table.

Is the PPG executive’s ownership of phantom stock units direct or indirect?

The filing states that the 150.3272 phantom stock units are held with direct (D) ownership by the reporting person under the PPG Industries, Inc. Deferred Compensation Plan.