STOCK TITAN

PPG (PPG) director Nally granted RSUs, shifts 1,849 units into phantom stock

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

PPG Industries director Michael Nally reported routine equity compensation and a deferral election. He received a grant of 1,684 restricted stock units, each representing a contingent right to one share of PPG common stock, which are scheduled to vest on April 14, 2027. On April 15, 2026, upon vesting of an earlier award of 1,849 restricted stock units, he chose to defer the related common stock and instead received 1,849 phantom stock units under the PPG Industries, Inc. Deferred Compensation Plan for Directors. After this conversion, he held a total of 10,282.5299 phantom stock units in the plan, which represent interests in an unfunded unitized company stock fund that can change in share equivalents over time as the fund’s value fluctuates. The filing shows no open-market purchases or sales, only grants and derivative conversions tied to director compensation.

Positive

  • None.

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Insider Nally Michael
Role Director
Type Security Shares Price Value
Grant/Award Restricted Stock Units 1,684 $0.00 --
Exercise Restricted Stock Units 1,849 $0.00 --
Exercise Phantom Stock Units 1,849 $107.72 $199K
Holdings After Transaction: Restricted Stock Units — 1,684 shares (Direct); Phantom Stock Units — 10,282.53 shares (Direct)
Footnotes (1)
  1. Upon the vesting of restricted stock units on April 15, 2026, which were granted to the reporting person on April 17, 2025, the reporting person deferred the receipt of 1,849 shares of common stock and received instead shares of phantom stock pursuant to the PPG Industries, Inc. Deferred Compensation Plan for Directors. As a result, the reporting person is reporting the conversion of restricted stock units relating to 1,849 shares of common stock in exchange for shares in phantom stock. The security converts to common stock on a one-for-one basis. After termination of service as a Director of PPG Industries, Inc. 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 common stock and the amount of cash in the fund. Each restricted stock unit represents a contingent right to receive one share of PPG common stock. The restricted stock units vest on April 14, 2027.
New RSU grant 1,684 units Restricted stock units granted to director; each equals one PPG share
RSUs vesting date April 14, 2027 Vesting date for the 1,684 newly granted restricted stock units
RSUs converted 1,849 units Restricted stock units converted into phantom stock units on April 15, 2026
Phantom stock units received 1,849 units Phantom stock units issued in exchange for vested RSUs
Phantom stock balance 10,282.5299 units Total phantom stock units held in Deferred Compensation Plan after conversion
Derivative exercises 3,698 shares Total underlying shares from derivative exercises reported in this filing
Phantom stock transaction price $107.72 per unit Price per phantom stock unit noted in the April 15, 2026 transaction
Restricted Stock Units financial
"Upon the vesting of restricted stock units on April 15, 2026, which were granted to the reporting person on April 17, 2025..."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Phantom stock units financial
"the reporting person deferred the receipt of 1,849 shares of common stock and received instead shares of phantom stock..."
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
"received instead shares of phantom stock pursuant to 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
"Phantom stock units represent interests in an unfunded unitized company stock fund comprised of stock and cash."
contingent right to receive one share financial
"Each restricted stock unit represents a contingent right to receive one share of PPG common stock."
SEC Form 4
FORM 4UNITED 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*
Nally Michael

(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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/15/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(1)04/15/2026M1,849 (1) (1)Common Stock1,849$00D
Phantom Stock Units(2)04/15/2026M1,849 (3) (3)Common Stock1,849$107.7210,282.5299(4)D
Restricted Stock Units(5)04/16/2026A1,684 (6) (6)Common Stock1,684$01,684D
Explanation of Responses:
1. Upon the vesting of restricted stock units on April 15, 2026, which were granted to the reporting person on April 17, 2025, the reporting person deferred the receipt of 1,849 shares of common stock and received instead shares of phantom stock pursuant to the PPG Industries, Inc. Deferred Compensation Plan for Directors. As a result, the reporting person is reporting the conversion of restricted stock units relating to 1,849 shares of common stock in exchange for shares in phantom stock.
2. The security converts to common stock on a one-for-one basis.
3. After termination of service as a Director of PPG Industries, Inc.
4. 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 common stock and the amount of cash in the fund.
5. Each restricted stock unit represents a contingent right to receive one share of PPG common stock.
6. The restricted stock units vest on April 14, 2027.
Remarks:
/s/ Greg E. Gordon, Attorney-in-Fact for Michael Nally04/17/2026
** Signature of Reporting PersonDate
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 transactions did PPG (PPG) director Michael Nally report?

Michael Nally reported equity compensation-related transactions, including a grant of 1,684 restricted stock units and the conversion of 1,849 previously granted restricted stock units into 1,849 phantom stock units under PPG’s Deferred Compensation Plan for Directors. No open-market buys or sells were reported.

Did Michael Nally buy or sell PPG (PPG) common stock in the open market?

No open-market purchases or sales were reported. All Form 4 transactions involve grants of restricted stock units and the conversion of restricted stock units into phantom stock units within PPG’s director compensation and deferred compensation programs, rather than discretionary market trading.

What is the size of Michael Nally’s new restricted stock unit award at PPG (PPG)?

He received a grant of 1,684 restricted stock units. Each restricted stock unit represents a contingent right to receive one share of PPG common stock, with these units scheduled to vest on April 14, 2027, subject to the plan’s usual conditions for directors.

How many PPG (PPG) phantom stock units does Michael Nally hold after these transactions?

After the April 15, 2026 conversion, he held a total of 10,282.5299 phantom stock units in the PPG Industries, Inc. Deferred Compensation Plan for Directors. These units reflect interests in an unfunded unitized company stock fund comprised of PPG stock and cash.

What does the conversion of restricted stock units to phantom stock units mean for PPG (PPG) director compensation?

Upon vesting of 1,849 restricted stock units, Michael Nally deferred receiving common shares and instead took 1,849 phantom stock units under the Deferred Compensation Plan. This shifts value into a plan account linked to PPG stock and cash, payable after his director service ends.

When do Michael Nally’s newly granted PPG (PPG) restricted stock units vest?

The newly granted restricted stock units vest on April 14, 2027. Each unit then entitles Michael Nally to receive one share of PPG common stock, in line with the terms of the company’s director equity compensation program as described in the filing footnotes.