PPL (PPL) executive converts performance units, withholds shares for taxes

Rhea-AI Filing Summary

PPL Corp executive Christine M. Martin reported equity award activity. She exercised 2,993 Performance Stock Units into 2,993 shares of common stock on 02/20/2026, then had 853 shares withheld to cover taxes, leaving 46,734.677 directly owned shares. She also indirectly holds 245.084 shares in an Employee Stock Ownership Plan trust. Footnotes note the units were earned at 151.5% of target based on three-year earnings growth through 12/31/2025 and describe ongoing performance-unit holdings and dividend-equivalent credits.

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^*

Martin Christine M

(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)
	President of a PPL Subsidiary

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		2,993	A	$37.44	47,587.677(1)	D
Common Stock	02/20/2026		F(2)		853	D	$37.44	46,734.677(1)	D
Common Stock								245.084(1)	I	Held in trust pursuant to the Employee Stock Ownership Plan.

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 (ICPKE)	$0.00	02/20/2026		M			2,993(1)	(3)	(3)	Common Stock	2,993(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 27,369.667. This total includes the three 01/25/2024 grants of (a) 2,703.225, (b) 2,703.225, and (c) 5,405.385 performance units, the three 01/30/2025 grants of (a) 2,076.716, (b) 2,076.716, and (c) 4,152.4 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) 2,063, (b) 2,063, and (c) 4,126 performance units.

	/s/ W. Eric Marr, as Attorney-In-Fact for Christine M. Martin	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 insider transaction did PPL (PPL) report for Christine M. Martin?

PPL reported that executive Christine M. Martin exercised 2,993 Performance Stock Units into common shares. On the same date, 853 shares were withheld to cover taxes, and she ended with 46,734.677 directly owned shares plus 245.084 shares held indirectly in an ESOP trust.

How many PPL (PPL) shares does Christine M. Martin directly own after this Form 4?

After the reported transactions, Christine M. Martin directly owns 46,734.677 PPL common shares. This reflects 2,993 shares received from Performance Stock Units, reduced by 853 shares withheld for taxes, as disclosed in the filing’s transaction details and related tax-withholding footnote.

Why were 853 PPL (PPL) shares disposed of in this Form 4 filing?

The 853 PPL shares were withheld by the company at Martin’s request to pay taxes due. The filing explains this occurred after the performance-based restriction period ended, under the Stock Incentive Plan, as a tax-withholding disposition rather than an open-market sale.

What performance criteria determined Christine M. Martin’s PPL Performance Stock Units?

The Performance Stock Units were earned at 151.5% of the target award based on PPL’s earnings growth. The measurement covered a three-year performance period ending 12/31/2025, with the People and Compensation Committee determining the earned percentage on 01/29/2026.

How many PPL performance units does Christine M. Martin beneficially own after this event?

As of 02/24/2026, Martin beneficially owns 27,369.667 performance units. A footnote details this total, which includes grants from 2024, 2025, and 2026 plus additional performance units credited as dividend equivalents on the underlying shares.

What indirect PPL (PPL) holdings does Christine M. Martin report in this Form 4?

Martin reports 245.084 PPL common shares held indirectly in trust under the Employee Stock Ownership Plan. The filing identifies these as indirect ownership, separate from her directly held 46,734.677 shares following the performance unit conversion and tax-withholding transaction.