PPG Insider Filing: Sr. VP Foulkes Adds Deferred Stock Units

Rhea-AI Filing Summary

Anne M. Foulkes, Sr. VP and General Counsel and director of PPG Industries, reported a non-derivative acquisition of 16.4905 phantom stock units on 08/29/2025. The filing states these phantom units convert to common stock on a one-for-one basis and shows a price reference of $111.23. Following the reported transaction the form records 604.7963 phantom stock units beneficially owned by the reporting person. The units are held in the PPG Deferred Compensation Plan and represent interests in an unfunded unitized stock fund that may fluctuate with the fair market value of PPG common stock and cash in the fund.

Positive

• Additional ownership alignment: Reporting person acquired 16.4905 phantom stock units, increasing her deferred-equity holdings that tie compensation to company stock performance.
• Clear conversion mechanism: Form states phantom units convert one-for-one into common stock, providing transparent linkage to equity value.

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Routine insider acquisition of deferred compensation units by an officer and director; disclosure aligns with Section 16 reporting requirements.

The Form 4 documents an acquisition of 16.4905 phantom stock units by Anne M. Foulkes, reported under Section 16. The filing clarifies the units convert one-for-one into common stock and are held in the company Deferred Compensation Plan as unfunded interests that track stock and cash. This is a standard disclosure for executive deferred-compensation settlements and does not indicate a change in control or a sale of common stock. The entry is signed by an attorney-in-fact and dated on the filing signature line, consistent with authorized reporting practices.

Compensation Plan Analyst

TL;DR: Transaction reflects deferred-compensation plan accounting: acquisition of phantom units that mirror common stock value.

The report shows an accession of phantom stock units valued at $111.23 per unit as of the transaction entry and confirms the units convert one-for-one to common shares after plan conditions, typically termination of employment. The disclosure notes the unit balance (604.7963) may change with fund value and cash components. This is consistent with long-term deferred compensation instruments and routine plan activity rather than a market trade.

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^*

Foulkes Anne M.

(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 General Counsel

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
Phantom Stock Units	(1)	08/29/2025		A		16.4905		(2)	(2)	Common Stock	16.4905	$111.23	604.7963(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 Anne M. Foulkes	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.
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 Anne M. Foulkes report on the Form 4 for PPG (PPG)?

She reported an acquisition on 08/29/2025 of 16.4905 phantom stock units under the PPG Deferred Compensation Plan.

How many phantom stock units does the filing show Anne M. Foulkes beneficially owned after the transaction?

The Form 4 shows 604.7963 phantom stock units beneficially owned following the reported transaction.

What is the conversion and price information disclosed in the Form 4?

The filing states the phantom units convert one-for-one into common stock and references a price of $111.23.

What is the reporting person’s role at PPG as listed on the Form 4?

The filing lists Anne M. Foulkes as a Director and Sr. VP and General Counsel of PPG Industries, Inc.

Where are the phantom stock units held according to the filing?

They are held in the PPG Industries, Inc. Deferred Compensation Plan as interests in an unfunded unitized company stock fund.