PPL Corp (NYSE: PPL) EVP exercises stock units, withholds shares

Rhea-AI Filing Summary

PPL Corp executive David J. Bonenberger exercised performance stock units into common shares and had shares withheld to cover taxes. On the transaction date, 7,875 Performance Stock Units under the Stock Incentive Plan were converted into 7,875 shares of PPL common stock at a transaction price of $37.44 per share.

To satisfy tax obligations, 3,447 common shares were withheld by the company at his request, characterized as a tax-withholding disposition rather than an open-market sale. After these transactions, he directly owned 71,768.372 common shares, with additional indirect holdings of 5,073.336 shares held in an Employee Stock Ownership Plan trust and 100 shares held by his spouse in an IRA.

The underlying performance award was earned at 151.5% of target based on PPL’s earnings growth over a three-year period ending December 31, 2025. As of February 24, 2026, he also beneficially owned 76,240.498 performance units from multiple grants, including units credited as dividend equivalents.

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

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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^*

Bonenberger David J

(Last) (First) (Middle)

645 HAMILTON STREET

(Street)

ALLENTOWN PA 18101

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PPL Corp [ PPL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & COO-Utilities

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

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
Common Stock	02/20/2026		M		7,875	A	$37.44	75,215.372(1)	D
Common Stock	02/20/2026		F(2)		3,447	D	$37.44	71,768.372(1)	D
Common Stock								5,073.336(1)	I	Held in trust pursuant to the Employee Stock Ownership Plan.
Common Stock								100	I	By Spouse in IRA.

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
Performance Stock Unit (SIP)	$0.00	02/20/2026		M			7,875(1)	(3)	(3)	Common Stock	7,875(1)	$0.00	0(4)	D

Explanation of Responses:

1. Total includes the reinvestment of dividends.

2. Shares withheld by the company at the request of the executive officer to pay taxes due following expiration of the applicable restriction period, under the terms of the Stock Incentive Plan (SIP).

3. No conversion or exercise price or exercise or expiration date applies. Under the terms of the Stock Incentive Plan (SIP), the underlying securities were earned (151.5%) based on the Company's earnings growth over a three-year performance period ending 12/31/2025. Determination of the percentage of the award earned was made by the People and Compensation Committee on 01/29/2026 and calculation of the underlying shares to be delivered, net of withholding, was completed on 02/20/2026.

4. As of 02/24/2026, total performance units beneficially owned is 76,240.498. This total includes the three 01/25/2024 grants of (a) 5,855.744, (b) 5,855.744, and (c) 11,711.488 performance units, the three 01/30/2025 grants of (a) 6,205.398, (b) 6,205.398, and (c) 12,409.766 performance units, the three 04/25/2025 grants of (a) 644.746, (b) 644.746, and (c) 1,288.468 performance units, plus in each case, the incremental addition of performance units credited to the original grant in amounts equal to dividend equivalents deemed earned on shares underlying such performance units, and the three 01/29/2026 grants of (a) 6,355, (b) 6,355, and (c) 12,709 performance units.

	/s/ W. Eric Marr, as Attorney-In-Fact for David J. Bonenberger	02/24/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What did PPL (PPL) EVP David J. Bonenberger report in this Form 4?

PPL EVP David J. Bonenberger reported exercising 7,875 performance stock units into common shares and having 3,447 shares withheld to cover tax obligations. The transactions updated his direct and indirect ownership positions in PPL common stock and related performance units.

How many PPL (PPL) performance stock units were converted into shares?

A total of 7,875 Performance Stock Units were converted into 7,875 shares of PPL common stock at a transaction price of $37.44 per share. These units were granted under PPL’s Stock Incentive Plan and earned based on the company’s earnings growth performance.

Why were 3,447 PPL (PPL) shares disposed of in this filing?

The 3,447 PPL shares were withheld by the company at the executive’s request to pay taxes due when restrictions expired. This is categorized as a tax-withholding disposition, not an open-market sale, and was done under the terms of the Stock Incentive Plan.

What is David Bonenberger’s direct PPL (PPL) share ownership after these transactions?

Following the exercise and tax withholding, David Bonenberger directly owned 71,768.372 PPL common shares. This figure reflects the newly acquired shares from performance unit conversion, net of those withheld by the company to satisfy tax liabilities associated with the award.

What indirect PPL (PPL) holdings does the executive report?

The executive reports 5,073.336 PPL common shares held in trust under the Employee Stock Ownership Plan and 100 PPL shares held by his spouse in an IRA. These positions are classified as indirect beneficial ownership separate from his directly held common shares.

How were the PPL (PPL) performance units earned under the Stock Incentive Plan?

The performance units were earned at 151.5% of target based on PPL’s earnings growth over a three-year performance period ending December 31, 2025. A board committee determined the earned percentage in January 2026 before share calculations and delivery in February 2026.

How many PPL (PPL) performance units does the executive beneficially own after this event?

As of February 24, 2026, the executive beneficially owned 76,240.498 performance units. This total combines multiple grants from 2024, 2025, and 2026 plus incremental units credited as dividend equivalents on shares underlying those performance unit awards.