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PPG (PPG) director awarded RSUs and converts 1,849 units to phantom stock

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

Rhea-AI Filing Summary

PPG Industries director Chris Roberts III reported routine equity compensation activity. He received a grant of 1,684 restricted stock units, each representing a contingent right to one share of PPG common stock, which vest on April 14, 2027.

Separately, upon vesting of 1,849 previously granted restricted stock units, he deferred receipt of the corresponding common shares and instead received an equal number of phantom stock units under the PPG Deferred Compensation Plan for Directors, which convert to common stock on a one-for-one basis after his service as a director ends. Following these transactions, he holds 4,000.2292 phantom stock units in the plan.

Positive

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Insider Roberts III Chris
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 Phamtom Stock Units 1,849 $107.72 $199K
Holdings After Transaction: Restricted Stock Units — 1,684 shares (Direct); Phamtom Stock Units — 4,000.229 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's 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.
RSUs granted 1,684 units Restricted stock units granted to director on April 16, 2026
RSU vesting date April 14, 2027 Vesting date for 1,684 restricted stock units
RSUs converted 1,849 units Restricted stock units converted into phantom stock units on April 15, 2026
Phantom stock units after transaction 4,000.2292 units Total phantom stock units held in Deferred Compensation Plan for Directors
Derivative exercises 3,698 units Total derivative exercise shares across two M-code transactions
Restricted Stock Units financial
"Upon the vesting of restricted stock units on April 15, 2026, which were granted..."
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
"received instead shares of phantom stock pursuant to the PPG Industries, Inc. Deferred Compensation Plan..."
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
"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.
contingent right financial
"Each restricted stock unit represents a contingent right to receive one share of PPG common stock."
unfunded unitized company stock fund financial
"Phantom stock units represent interests in an unfunded unitized company stock fund comprised of stock and cash."
Form 4 Insider Transactions: What Each Field Means →
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*
Roberts III Chris
(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
Phamtom Stock Units(2)04/15/2026M1,849 (3) (3)Common Stock1,849$107.724,000.2292(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's 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 Chris Roberts III04/17/2026
** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What equity compensation did PPG (PPG) director Chris Roberts III receive?

Chris Roberts III received a grant of 1,684 restricted stock units as director compensation. Each unit represents a contingent right to one PPG common share, with no cash paid, reflecting standard non-cash equity incentives for board service at PPG Industries Inc.

When do the new restricted stock units for PPG (PPG) director vest?

The 1,684 restricted stock units granted to Chris Roberts III vest on April 14, 2027. Vesting means he will then be entitled to receive an equivalent number of PPG common shares, subject to any additional plan terms or service conditions.

What did the Form 4 show about phantom stock units at PPG (PPG)?

The Form 4 shows Roberts converted 1,849 vested restricted stock units into 1,849 phantom stock units under PPG’s Deferred Compensation Plan for Directors. These phantom units track PPG’s stock value and convert into common shares on a one-for-one basis after board service ends.

How many phantom stock units does the PPG (PPG) director hold after these transactions?

After the reported transactions, Chris Roberts III holds a total of 4,000.2292 phantom stock units. These units represent an interest in an unfunded company stock fund and may fluctuate over time with PPG’s share price and related cash balances in the plan.

Does the PPG (PPG) Form 4 show any open-market stock purchases or sales?

The Form 4 does not report any open-market purchases or sales by Chris Roberts III. All reported activities are equity compensation-related, including restricted stock unit grants and the conversion of vested units into phantom stock under a deferred compensation plan for directors.

What is the PPG (PPG) Deferred Compensation Plan for Directors mentioned in the filing?

The Deferred Compensation Plan for Directors allows PPG’s directors to defer share delivery and instead receive phantom stock units. These units reflect interests in an unfunded company stock fund and convert into PPG common shares, typically after a director’s service ends with the company.