PPG director acquires 22.25 phantom stock units

PPG director Leon J. Topalian received additional Phantom Stock Units as deferred equity-based compensation, settled in common stock after his board service ends.

Rhea-AI Filing Summary

PPG INDUSTRIES INC (PPG) reported that director Leon J. Topalian received an award of 22.25 Phantom Stock Units on September 11, 2026 under the company’s Deferred Compensation Plan for Directors. These units convert into an equal number of common shares after termination of his service as a director.

Following this grant, Topalian holds a total of 1,273.0923 Phantom Stock Units in the plan. The units represent interests in an unfunded unitized company stock fund made up of PPG stock and cash, and the attributed number of units may change over time with the fair market value of PPG common stock. No Rule 10b5-1 trading plan is reported.

Insider Trade Summary

Grant/Award: 22.25 shares

Grant/Award 1 txn

Insider Topalian Leon J

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Phantom Stock Units F1, F2, F3	22.25	$105.50	$2K

Holdings After Transaction: Phantom Stock Units — 1,273.0923 contracts (Direct)

Footnotes (3)

1. F1. The security converts to common stock on a one-for-one basis.
2. F2. After termination of service as a Director of PPG Industries, Inc.
3. F3. Total of all phantom stock units held by the reporting person in the PPG Industries, Inc. Deferred Compensation Plan for Directors. 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.

Key Figures

Phantom Stock Units granted: 22.25 units Reported price per Phantom Stock Unit: $105.50 per unit Total Phantom Stock Units after transaction: 1,273.0923 units +2 more

5 metrics

Phantom Stock Units granted 22.25 units Grant to director Leon J. Topalian on September 11, 2026

Reported price per Phantom Stock Unit $105.50 per unit Filed price associated with the 22.25 Phantom Stock Units granted

Total Phantom Stock Units after transaction 1,273.0923 units Aggregate phantom stock units held by the director in the Deferred Compensation Plan for Directors after the grant

Underlying common stock per Phantom Stock Unit 1.0 share of common stock per unit The security converts to common stock on a one-for-one basis

Underlying shares for this grant 22.25 shares of common stock Number of common shares underlying the 22.25 Phantom Stock Units awarded

Key Terms

Phantom Stock Units, Deferred Compensation Plan for Directors, unfunded unitized company stock fund, fair market value

4 terms

Phantom Stock Units financial

"Phantom stock units represent interests in an unfunded unitized company stock fund"

Phantom stock units are company promises that pay a cash or stock-equivalent award tied to the firm’s share price or value growth, but they do not issue actual shares. Think of them as a bonus check that moves with the stock like a mirror rather than handing over an ownership slice. Investors care because these awards can affect a company’s future cash obligations, executive incentives and reported expenses without causing share dilution.

Deferred Compensation Plan for Directors financial

"held by the reporting person in the PPG Industries, Inc. Deferred Compensation Plan for Directors"

A deferred compensation plan for directors is an arrangement that lets board members postpone receiving part of their pay until a later date—often retirement or a set future time—so the money can grow or be paid under specified conditions. Think of it like directing a portion of your paycheck into a locked savings account that pays out later; investors care because it creates future cash or stock obligations, signals how the company motivates and retains leadership, and can affect shareholder value through timing of payouts or potential dilution.

unfunded unitized company stock fund financial

"represent interests in an unfunded unitized company stock fund comprised of stock and cash"

fair market value financial

"may change from time to time ... depending on the fair market value of the issuer's common stock"

The price a willing buyer and a willing seller would agree on for an asset or security when neither is under pressure and both have access to the same information. Think of it as the market’s neutral estimate of what something is worth, like the price two neighbors would settle on for a car after comparing similar listings. Investors care because fair market value guides buying and selling decisions, tax reporting, portfolio valuation, and how accurately company assets are reflected in financial statements.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did PPG (PPG) director Leon J. Topalian report on this Form 4?

He reported a grant of 22.25 Phantom Stock Units on September 11, 2026, as director compensation under PPG’s Deferred Compensation Plan for Directors. These units are tied to PPG common stock and convert to shares after his service as a director ends.

How many Phantom Stock Units does the PPG (PPG) director hold after this transaction?

After the award, Leon J. Topalian holds a total of 1,273.0923 Phantom Stock Units in the PPG Industries, Inc. Deferred Compensation Plan for Directors. This total reflects all phantom stock units attributed to him in the plan.

When do the Phantom Stock Units reported by the PPG (PPG) director convert to common stock?

The filing states that the Phantom Stock Units convert to PPG common stock on a one-for-one basis and that conversion occurs after termination of service as a Director of PPG Industries, Inc..

Are the Phantom Stock Units held by the PPG (PPG) director actual shares of common stock now?

No. The Phantom Stock Units represent interests in an unfunded unitized company stock fund composed of PPG stock and cash. They are not current common shares; they convert one-for-one into common stock after his board service ends.

Can the number of Phantom Stock Units held by the PPG (PPG) director change without new Form 4 filings?

The filing notes that the number of units attributed to the director may change from time to time without his volition, depending on the fair market value of PPG common stock and the amount of cash in the fund, as part of the plan’s mechanics.

Was this PPG (PPG) director’s Phantom Stock Unit grant made under a Rule 10b5-1 trading plan?

No. The document-level Rule 10b5-1 checkbox is unchecked, indicating that the reported acquisition of Phantom Stock Units was not affirmed as made pursuant to a Rule 10b5-1 trading plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/14/2026 - 02:13 PM Accepted by SEC EDGAR 09/14/2026 - 02:13 PM Learn about SEC filing dates

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^*

Topalian Leon J

(Last) (First) (Middle)

C/O PPG INDUSTRIES, INC.

ONE PPG PLACE

(Street)

PITTSBURGH PENNSYLVANIA 15272

(City) (State) (Zip)

UNITED STATES

(Country)

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
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/11/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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)	09/11/2026		A		22.25		(2)	(2)	Common Stock	22.25	$105.5	1,273.0923(3)	D

Explanation of Responses:

1. The security converts to common stock on a one-for-one basis.

2. After termination of service as a Director of PPG Industries, Inc.

3. Total of all phantom stock units held by the reporting person in the PPG Industries, Inc. Deferred Compensation Plan for Directors. 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 Leon J. Topalian	09/14/2026
	** 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.
* Form 4: SEC 1474 (03-26)