Director at Primo Brands (PRMB) receives equity grant of 8,887 shares

Rhea-AI Filing Summary

Cates Susan E. reported acquisition or exercise transactions in this Form 4 filing.

Primo Brands Corp director Susan E. Cates received a grant of 8,887 shares of Class A Common Stock as board compensation. The shares were awarded at no cash cost to her and increase her direct holdings to 81,360 shares. According to a footnote, the grant was made under the company’s Non-Employee Director Compensation Policy, and she has deferred actually receiving the Class A shares.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Cates Susan E.

Role null

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock	8,887	$0.00	--

Holdings After Transaction: Class A Common Stock — 81,360 shares (Direct, null)

Footnotes (1)

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Key Figures

Shares granted: 8,887 shares Price per share: $0.0000 per share Shares held after grant: 81,360 shares +2 more

5 metrics

Shares granted 8,887 shares Class A Common Stock grant to Susan E. Cates on April 28, 2026

Price per share $0.0000 per share Reported grant price for the 8,887-share award

Shares held after grant 81,360 shares Total direct Class A holdings following the transaction

Transaction code A Grant, award, or other acquisition of non-derivative securities

Transaction direction acquire Characterized as a grant/award acquisition, not a market purchase

Key Terms

Non-Employee Director Compensation Policy, Class A Common Stock, deferred receiving, Grant, award, or other acquisition

4 terms

Non-Employee Director Compensation Policy financial

"Class A Common Stock was granted to the Reporting Person pursuant to the Issuer's Non-Employee Director Compensation Policy."

Class A Common Stock financial

"Class A Common Stock was granted to the Reporting Person pursuant to the Issuer's Non-Employee Director Compensation Policy."

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

deferred receiving financial

"The Reporting Person has deferred receiving the Class A Common Stock."

Grant, award, or other acquisition financial

"transaction_code_description: Grant, award, or other acquisition"

Form 4 Insider Transactions: What Each Field Means →

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^*

Cates Susan E.

(Last) (First) (Middle)

1150 ASSEMBLY DRIVE, SUITE 800

(Street)

TAMPA FLORIDA 33607

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Primo Brands Corp [ PRMB ]

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)
04/28/2026

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
Class A Common Stock	04/28/2026		A		8,887(1)	A	$0	81,360	D

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

Explanation of Responses:

1. Class A Common Stock was granted to the Reporting Person pursuant to the Issuer's Non-Employee Director Compensation Policy. The Reporting Person has deferred receiving the Class A Common Stock.

Remarks:

Exhibit 24.1 - Power of Attorney

	/s/ Michael James, Attorney-in-Fact	04/30/2026
	** 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)

FAQ

What insider transaction did Primo Brands Corp (PRMB) disclose?

Primo Brands Corp reported that director Susan E. Cates received a grant of 8,887 Class A Common shares. The award was made at no cash cost to her under the company’s Non-Employee Director Compensation Policy as part of standard board compensation.

How many Primo Brands (PRMB) shares does Susan E. Cates hold after this grant?

After the April 28, 2026 grant, Susan E. Cates directly holds 81,360 shares of Primo Brands Class A Common Stock. This total includes the newly granted 8,887 shares that were awarded to her under the company’s Non-Employee Director Compensation Policy.

What was the price per share for the Primo Brands (PRMB) director grant?

The 8,887 Class A Common shares granted to director Susan E. Cates carried a reported price of $0.0000 per share. This reflects that the award was compensation stock, not an open-market purchase, consistent with a non-employee director equity compensation grant.

Why did Primo Brands (PRMB) grant shares to Susan E. Cates?

The shares were granted to Susan E. Cates under Primo Brands’ Non-Employee Director Compensation Policy. This policy provides equity awards as part of the standard compensation package for outside directors instead of or in addition to cash retainers and meeting fees.

Has Susan E. Cates received the granted Primo Brands (PRMB) shares yet?

According to the Form 4 footnote, Susan E. Cates has deferred receiving the Class A Common Stock granted to her. This means the shares are credited under the compensation program but actual receipt is postponed under her chosen deferral arrangement.