PPG Insider Reports 0.1131 Phantom Units, Total 49.3881 Units

Rhea-AI Filing Summary

PPG Industries insider reported receipt of phantom stock units under the PPG Deferred Compensation Plan. The filing shows a transaction dated 09/12/2025 in which 0.1131 phantom stock units were acquired at an attributable price of $110.72 per share equivalent, resulting in 49.3881 total phantom stock units held by the reporting person after the transaction. These phantom units convert to common stock on a one-for-one basis and represent interests in an unfunded unitized company stock fund composed of stock and cash. The filing notes the units vest or convert after termination of employment and that the reported amounts may change with the fund's fair market value and cash balance.

Positive

• Alignment with shareholder interests: Phantom units convert one-for-one to common stock, tying deferred compensation value to PPGs stock performance.
• Transparency: The Form 4 discloses acquisition details including transaction date, unit amounts, and equivalent price of $110.72.

Negative

• Limited materiality: The reported change (0.1131 units) is small relative to typical public-company float and is unlikely to affect voting power or control.
• Unfunded exposure: Phantom units represent an unfunded interest in a stock-and-cash fund, so they do not provide immediate equity or liquidity to the holder.

Insights

Corporate Governance Expert

TL;DR: Routine deferred compensation allocation; small incremental change with limited immediate governance impact.

The Form 4 documents a modest allocation of phantom stock units to a senior officer under the companys Deferred Compensation Plan. Phantom units convert one-for-one to common shares and are unfunded, meaning they track a notional stock-and-cash fund rather than represent direct equity now. The reported post-transaction holding of 49.3881 units is small in absolute terms for a large public company and does not indicate a change in control or material shift in ownership. This is a standard compensation-related disclosure rather than a market-moving insider purchase or sale.

Compensation Analyst

TL;DR: Compensation-driven phantom unit accrual consistent with deferred-pay practices; limited materiality.

The entry shows acquisition of 0.1131 phantom stock units at an equivalent price of $110.72, increasing the reporting person's aggregate phantom holdings to 49.3881 units. Phantom stock units reflect deferred compensation exposure to the companys share performance without immediate share issuance. Because the units are part of an unfunded plan and adjust with fund value and cash composition, the disclosure primarily informs on pay design and future potential dilution rather than present equity stakes.

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^*

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)
09/12/2025

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
Phamtom Stock Units	(1)	09/12/2025		A		0.1131		(2)	(2)	Common Stock	0.1131	$110.72	49.3881(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	09/15/2025
	** 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.
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FAQ

What did the PPG (PPG) Form 4 filed on 09/15/2025 disclose?

The Form 4 reports that on 09/12/2025 the reporting person acquired 0.1131 phantom stock units under the PPG Deferred Compensation Plan at a per-share equivalent of $110.72, resulting in 49.3881 total phantom units held.

What are phantom stock units reported in the Form 4?

The filing states phantom stock units are interests in an unfunded unitized company stock fund comprised of stock and cash and convert to common stock on a one-for-one basis.

When do the phantom stock units convert to common stock?

The Form 4 notes conversion to common stock occurs after termination of employment for the reporting person.

Does the Form 4 indicate a change in control or large insider sale/purchase?

No. The filing documents a small compensation-related accrual of phantom units and does not show a material change in ownership, control, or a market-moving transaction.

Who filed the Form 4 for the reporting person?

The signature block shows the form was signed by Greg E. Gordon, Attorney-in-Fact for Chancey E. Hagerty on 09/15/2025.