UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-K

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, ~~2024~~2025

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _______ to _______

Commission File Number 1-1687

PPG INDUSTRIES, INC.

(Exact name of registrant as specified in its charter)

Pennsylvania

25-0730780

(State or other jurisdiction of incorporation or organization)

(I.R.S. Employer Identification No.)

One PPG Place

Pittsburgh

Pennsylvania

15272

(Address of principal executive offices)

(Zip code)

Registrant’s telephone number, including area code:

412

434-3131

Securities Registered Pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange onwhich registered

Common Stock – Par Value $1.66 2/3

PPG

New York Stock Exchange

0.875% Notes due 2025

PPG 25

New York Stock Exchange

1.875% Notes due 2025

PPG 25A

New York Stock Exchange

1.400% Notes due 2027

PPG 27

New York Stock Exchange

2.750% Notes due 2029

PPG 29A

New York Stock Exchange

3.250% Notes due 2032

PPG 32

New York Stock Exchange

Securities Registered Pursuant to Section 12(g) of the Act: None

Indicate by check mark if the Registrant is a well-known seasoned issuer as defined in Rule 405 of the Securities Act. Yes ☒ No ☐

Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ☒

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months, and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by checkmark whether the registrant has submitted electronically every Interactive Date File required to be submitted ~~and posted~~ pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit ~~and post~~ such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. ~~(Check one):~~

Large accelerated filer ☒ Accelerated filer ☐ Non-accelerated filer ☐ Smaller reporting company ☐ ~~(Do not check if a smaller reporting company)~~ Emerging growth company ☐

If an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

Indicate by check mark whether the Registrant is a shell company (as defined byin Rule 12b-2 of the Act). Yes ☐ No ☒

The aggregate market value of common stock held by non-affiliates as of June 30, ~~2024~~2025, was $2925,~~338~~642 million.

As of January 31, ~~2025~~2026, ~~226~~223,~~953~~494,~~559~~714 shares of the Registrant’s common stock, with a par value of $1.66 2/3 per share, were outstanding. As of that date, the aggregate market value of common stock held by non-affiliates was $2625,~~163~~824 million.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of PPG Industries, Inc. Proxy Statement for its 2025 Annual Meeting of Shareholders (the “Proxy Statement”) to be filed with the Securities and Exchange Commission within 120 days after the end of the Company’s fiscal year, are incorporated herein by reference into Part III of this report.

~~2024~~2025 PPG ANNUAL REPORT AND FORM 10-K 1

PPG INDUSTRIES, INC.

AND CONSOLIDATED SUBSIDIARIES

As used in this report, the terms “PPG,” “Company,” “Registrant,” “we,” “us” and “our” refer to PPG Industries, Inc., and its subsidiaries, taken as a whole, unless the context indicates otherwise.

TABLE OF CONTENTS

		Page
Part I
Item 1.	Business	3
Item 1A.	Risk Factors	10
Item 1B.	Unresolved Staff Comments	14
Item 1C.	Cybersecurity	14
Item 2.	Properties	15
Item 3.	Legal Proceedings	16
Item 4.	Mine Safety Disclosures	18
Part II
Item 5.	Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	19
Item 6.	[Reserved]	19
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	19
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	3532
Item 8.	Financial Statements and Supplementary Data	3633
Item 9.	Changes in and Disagreements With Accountants on Accounting and Financial Disclosure	7875
Item 9A.	Controls and Procedures	7875
Item 9B.	Other Information	7875
Item 9C.	Disclosure Regarding Foreign Jurisdictions that Prevent Inspections	7875
Part III
Item 10.	Directors, Executive Officers and Corporate Governance	7875
Item 11.	Executive Compensation	7976
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	7976
Item 13.	Certain Relationships and Related Transactions, and Director Independence	7976
Item 14.	Principal Accounting Fees and Services	7976
Part IV
Item 15.	Exhibits, Financial Statement Schedules	7976
Item 16.	Form 10-K Summary	8379
Signatures		8480

~~2024~~2025 PPG ANNUAL REPORT AND FORM 10-K 2

Part I

Item 1. Business

PPG Industries, Inc. manufactures and distributes a broad range of paints, coatings and specialty products. PPG was incorporated in Pennsylvania in 1883. PPG’s vision is to be the first-choice partner to meet our customers’ evolving needs for innovative paints, coatings and surface solutions to protect and beautify the world.

PPG has a proud heritage with a demonstrated commitment to innovation, sustainability, community engagement and development of leading-edge paint, coatings and specialty products. Through dedication and industry-leading expertise, we solve our customers’ biggest challenges, collaborating closely to find the right path forward. PPG is a global leader ~~with~~that ~~manufacturing~~markets ~~facilities~~ and ~~equity~~sells ~~affiliates~~ in more than 7050 countries.

PPG supplies paints, coatings and specialty products to customers serving a wide array of end-uses, including industrial equipment and components; packaging material; aircraft and marine equipment; automotive original equipment; automotive refinish and aftermarket; pavement marking products; as well as coatings for other industrial and consumer products. PPG also serves commercial and residential new build and maintenance customers by supplying coatings to painting and maintenance contractors and directly to consumers for decoration and maintenance.

The coatings industry is highly competitive and consists of several large firms with global presence and many firms supplying local or regional markets. PPG competes in its primary markets with the world’s largest coatings companies, most of which have global operations, and with many regional coatings companies.

~~In December 2024,~~ PPG ~~completed the sale of 100% of its architectural coatings business in the U.S. and Canada. Accordingly, the Company~~’s ~~consolidated results of operations and cash flows have been recast to present the results of the architectural coatings~~ business inis ~~the~~comprised ~~U.S. and Canada as discontinued operations for all periods presented, and the Company’s December 31, 2023 balance sheet has been recast to present the assets and liabilities~~ of ~~the~~three ~~U.S.~~reportable ~~and Canada architectural coatings~~ business assegments: ~~held for sale. Refer to Note 2, “Divestitures” under Item 8 of this Form 10-K for further information relating to this transaction.~~

~~PPG’s~~•Global ~~business~~Architectural isCoatings: ~~comprised~~Leverages ofleading ~~three~~trusted ~~reportable~~brands ~~business~~and ~~segments:~~its ~~Global~~world-class ~~Architectural~~distribution ~~Coatings,~~networks ~~Performance~~to ~~Coatings~~provide sustainable do-it-yourself (DIY), trade and ~~Industrial~~retail ~~Coatings~~high-performance assolutions ~~described~~to ~~below:~~customers across key geographies

~~2024~~•Performance ~~PPG~~Coatings: ~~ANNUAL~~Delivers ~~REPORT~~highly-specified, ~~AND~~differentiated ~~FORM~~products ~~10-K 3~~and services that enhance customer productivity, focused on aftermarket and select original equipment manufacturers to maximize profitable growth

•Industrial Coatings: Provides direct-to-factory technology-advantaged solutions integrated into original equipment manufacturer customers’ operations that support their global expansion, sustainability and productivity goals.

Further information related to the three reportable business segments is summarized below.

2025 PPG ANNUAL REPORT AND FORM 10-K 3

GLOBAL ARCHITECTURAL COATINGS

Strategic Business Unit Products Primary Customers / End-uses Main Distribution Methods Primary Brands Architectural Coatings Latin America and Asia Pacific Paints, wood stains, adhesives, sealants and purchased sundries Painting and maintenance contractors and consumers for decoration and maintenance of residential and commercial building structures Company-owned stores, home centers and other regional or national consumer retail outlets, paint dealers, concessionaires, independent distributors and direct to consumers COMEX®, PPG®, GLIDDEN®, MERIDIAN®, POLYFORM®, RENNER®, TAUBMANS®, TIKKURILA® and WHITE KNIGHT® Architectural Coatings Europe, Middle East and Africa (EMEA) SIGMA®, HISTOR®, SEIGNEURIE®, GUITTET®, PEINTURES GAUTHIER®, RIPOLIN®, JOHNSTONE’S®, LEYLAND®, PRIMALEX®, DEKORAL®, TRILAK®, GORI®, BONDEX®, DANKE!® and TIKKURILA®

Segment Overview This reportable business segment primarily supplies a variety of decorative coatings, adhesives, sealants and finishes along with paint strippers, stains and related chemicals. Major Competitive Factors Product performance, technology, quality, technical and customer service, price, customer productivity, distribution and brand recognition Global Competitors Akzo Nobel N.V., ~~BASF Corporation,~~ Hempel A/S, Nippon Paint, the Jotun Group, The Sherwin-Williams Company Principal Manufacturing and Distribution Facilities Amsterdam, Netherlands; Birstall, United Kingdom; Debica, Poland; Mexico City, Mexico; Moreuil, France; Nykvarn, Sweden; Ruitz, France; San Juan del Rio, Mexico; Tepexpan, Mexico; Tepotzotlan, Mexico; Vantaa, Finland; and Wroclaw, Poland.

~~2024~~2025 PPG ANNUAL REPORT AND FORM 10-K 4

PERFORMANCE COATINGS

Strategic Business Unit Products Primary Customers / End-uses Main Distribution Methods Primary Brands Aerospace Coatings Coatings, sealants, transparencies, adhesives, engineered materials, packaging and chemical management services for the aerospace industry Commercial, military, regional jet and general aviation aircraft Direct to customers and company-owned distribution network PPG® Automotive Refinish Coatings Coatings, solvents, adhesives, sealants, purchased sundries, digital solutions and paint films Automotive and commercial transport/fleet repair and refurbishing, light industrial coatings and specialty coatings for signs Independent distributors and direct to customers PPG®, COLAD®, FINIXA® SEM®, SPRINT® Protective and Marine Coatings Coatings and finishes for the protection of metals and structures Metal fabricators, heavy duty maintenance contractors and manufacturers of ships, bridges and rail cars Direct to customers, company-owned architectural coatings stores, independent distributors and concessionaires PPG®, SIGMA® Traffic Solutions Paints, thermoplastics, raised pavement markers and other advanced technologies for pavement marking Government, commercial infrastructure, painting and maintenance contractors Direct to customers, government agencies and independent distributors Ennis-Flint®

Segment Overview			This reportable business segment primarily supplies a variety of protective coatings, adhesives, sealants and finishes along with pavement marking products and related chemicals, transparencies and paint films.
Alliances			PPG has an established alliance with Asian Paints Ltd. to serve certain automotive refinish customers in India.
Major Competitive Factors			Product performance, technology, quality, technical and customer service, price, customer productivity, distribution and brand recognition
Global Competitors			Akzo Nobel N.V., Axalta Coating Systems Ltd., BASF Corporation, Hempel A/S, Kansai Paints, the Jotun Group, Nippon Paint, RPM International Inc., The Sherwin-Williams Company and 3M Company
Principal Manufacturing and Distribution Facilities			~~Amsterdam, Netherlands; Birstall, United Kingdom; Busan, South Korea;~~ Clayton, Australia; Delaware, Ohio; Deurne, Belgium; Ennis, Texas; Gonfreville, France; Greensboro, North Carolina; Huntsville, Alabama; Kunshan, China; Little Rock, Arkansas; Milan, Italy; Mojave, California; Nykvarn, Sweden; Ontario, Canada; Ostrow Wielkopolski, Poland; Ruitz, France; Shildon, United Kingdom; Sylmar, California; Stowmarket, United Kingdom; Tepexpan, Mexico; ~~Vantaa~~Ulsan, ~~Finland~~South Korea; and Wroclaw, Poland.

~~2024~~2025 PPG ANNUAL REPORT AND FORM 10-K 5

INDUSTRIAL COATINGS

Strategic Business Unit

Products

Primary Customers / End-uses

Main Distribution Methods

Primary Brands

Automotive OEM(a) Coatings

Specifically formulated coatings, adhesives and sealants, metal pretreatments and paint films; technical services and coatings applications

Automotive original equipment manufacturers and tier supplier network, including combustion engine, commercial, and electric vehicles, and automotive parts and accessories, including battery-related components; On-site coatings services within several customer manufacturing locations as well as at regional service centers.

Direct to manufacturing companies and various coatings applicators

PPG®

Industrial Coatings

Specifically formulated coatings, adhesives and sealants and metal pretreatments

Appliances, agricultural and construction equipment, consumer electronics, building products (including residential and commercial construction), kitchenware, transportation vehicles and numerous other finished products.

Packaging Coatings

Specifically formulated coatings

Metal cans, closures, and plastic and aluminum tubes for food, beverage and personal care, and promotional and specialty packaging

Specialty Products

TESLIN® substrate, Organic Light Emitting Diode (OLED) materials, optical lens materials and photochromic dyes

TESLIN® - Labels, including blood bag labels, e-passports, drivers’ licenses, breathable membranes, loyalty cards and identification cards
OLED - displays and lighting
Lens materials - optical lenses, coatings and color-change products

(a) Original equipment manufacturer (OEM)

Segment Overview This reportable business segment primarily supplies a variety of protective and decorative coatings and finishes along with adhesives, sealants, metal pretreatment products, optical monomers and coatings, low-friction coatings and other specialty products. Alliances PPG has established alliances with :•Kansai Paints to serve Japanese-based automotive OEM customers in North America and Europe ~~and~~ •Asian Paints ~~Ltd.~~ to serve certain ~~aftermarket~~automotive ~~customers~~OEM and ~~automotive~~industrial ~~OEM~~coatings customers in India. Major Competitive Factors Product performance, technology, quality, technical and customer service, price, customer productivity and distribution. Global Competitors Akzo Nobel N.V., Axalta Coating Systems Ltd., BASF Corporation, Kansai Paints, Nippon Paint and The Sherwin-Williams Company Principal Manufacturing and Distribution Facilities Barberton, Ohio; Busan, South Korea; Cheonan, South Korea; Cieszyn, Poland; Circleville, Ohio; Cleveland, Ohio; Monroeville, Pennsylvania; Oak Creek, Wisconsin; Quattordio, Italy; San Juan del Rio, Mexico; Springdale, Pennsylvania; Sumaré, Brazil; Weingarten, Germany; and Tianjin and Zhangjiagang, China.

2024 PPG ANNUAL REPORT AND FORM 10-K 6

Research and Development

($ in millions, except percentages)	~~2024~~2025		~~2023~~2024		~~2022~~2023
Research and development costs, including depreciation of research facilities	$~~447~~446		$~~446~~447		$~~457~~446
% of annual net sales	2.8	%	2.78	%	2.97	%

Technology innovation has been a hallmark of PPG’s success throughout its history. The Company seeks to optimize its investment in research and development to create new products to drive profitable growth. We align our product development with the macro trends in the markets we serve, including a focus on sustainability and productivity, and leverage core technology platforms to develop products to address unmet market needs. Additionally, we operate laboratories in close geographic proximity to our customers, and we customize our products for our customers' end-use applications. Our history of successful technology introductions is based on a commitment to an efficient and effective innovation process and disciplined portfolio management. We have obtained government funding for a small portion of the Company’s research efforts, and we will continue to pursue government funding, where appropriate.

2025 PPG ANNUAL REPORT AND FORM 10-K 6

applications. Our history of successful technology introductions is based on a commitment to an efficient and effective innovation process and disciplined portfolio management. We have obtained government funding for a small portion of the Company’s research efforts, and we will continue to pursue government funding, where appropriate.

We own and operate several facilities to conduct research and development for new and improved products and processes. In addition to the Company’s centralized principal research and development centers (see Item 2. “Properties” of this Form 10-K), operating segments manage their development through centers of excellence. As part of our ongoing efforts to manage our formulations and raw material costs effectively, we operate global competitive sourcing laboratories. Because of our broad array of products and customers, we are not materially dependent upon any single technology platform.

Raw Materials, Energy and Logistics

PPG uses a wide variety of complex raw materials that serve as the building blocks of our manufactured products. The Company’s most significant raw materials include resins, solvents, reactants, titanium dioxide, additives, epoxy and ~~epoxy~~pigments. Raw materials include both organic, primarily petroleum-derived, materials and inorganic materials, including titanium dioxide. Raw materials represent PPG’s single largest production cost component.

Most of the raw materials and energy used in production are purchased from outside sources, and the Company has made, and continues to make, supply arrangements to meet our planned operating requirements for the future. Supply of critical raw materials and energy is managed by establishing contracts with multiple sources and identifying alternative materials or technology whenever possible. In ~~support~~connection ofwith our decarbonization efforts undertaken to meet customer requirements, we continue to increase the amount of renewable energy secured for our operating facilities, and we are increasingly evaluating alternative raw materials that offer sustainable benefits and support the circular economy, including recycled and renewable feedstocks. Prices for certain of our raw materials typically fluctuate with energy prices and global supply and demand changes; however, pricing may be impacted by the fact that the manufacture of our raw materials is several steps downstream from crude oil, natural gas, and other key feedstocks.

Through effective management of raw materials, energy and logistics, the Company aims to maintain a competitive cost position and ensure ongoing security of supply. Security of a sufficient supply of high-quality raw materials is important to PPG’s continued success as it allows the Company to increase production as necessary to keep pace with customer demand. While PPG faced certain raw material shortages and logistical challenges during 2021 and 2022, raw material and logistics availability improved in 2023 and 2024 and is now comparable to pre-pandemic conditions. We continue to focus on improving our competitive cost position and expanding our supply of high-quality raw materials, including strategic initiatives to qualify multiple sources of supply.

We typically experience fluctuating prices for energy and raw materials driven by various factors, including changes in supplier feedstock costs and inventories, global industry activity levels, foreign currency exchange rates, government regulation, tariffs, and global supply and demand factors. InDespite ~~2024~~the impact of previously enacted tariffs, ~~raw~~anti-dumping ~~material~~duties ~~costs~~and ~~remained~~significant ~~high~~uncertainty ~~compared~~related to ~~historic~~global ~~levels,~~tariff ~~but~~rates ~~moderated~~and ~~compared~~policies tothroughout ~~2022 levels~~2025, ~~resulting~~raw inmaterial acosts ~~low~~were ~~single-digit~~generally ~~percentage~~stable ~~decrease~~during tothe ~~cost~~year ofand ~~goods~~did ~~sold~~not change significantly compared to ~~2023~~2024. ~~The~~In ~~Company~~2026, ~~expects~~ raw material costs toare ~~increase~~expected byto acontinue ~~low~~to ~~single-digit~~remain ~~percentage~~relatively ~~during~~flat ~~2025,~~compared ~~primarily due~~ to ~~already enacted tariffs~~2025.

We are subject to existing and evolving standards relating to the regulation and registration of chemicals which could potentially impact the availability and viability of some of the raw materials we use in our production processes. Our ongoing, global product stewardship efforts are directed at maintaining our compliance with these standards. We anticipate that the number of chemical registration regulations will continue to increase globally, and we have implemented programs to track and comply with these regulations.

Our ~~commitment~~Supplier toSustainability ~~sustainability~~Policy ~~extends~~and to our ~~suppliers~~Human asRights anPolicy ~~extension~~build ofupon our ~~internal focus on sustainability. The PPG~~ Global Supplier Code of Conduct ~~clarifies~~by ~~our~~establishing ~~global~~ expectations infor ~~the~~sustainability ~~areas~~within ofour ~~business~~operations ~~integrity,~~and ~~labor~~our ~~practices,~~supply ~~associate~~chain. ~~health~~These ~~and~~policies ~~safety,~~reinforce ~~and~~our ~~environmental~~expectations ~~management.~~that ~~Our~~our ~~Supplier~~suppliers, ~~Sustainability~~as ~~Policy~~well ~~builds~~as ~~upon~~their ~~our~~subcontractors, ~~Global~~will ~~Supplier~~comply ~~Code~~fully ofwith ~~Conduct~~applicable bylaws ~~establishing~~and ~~expectations~~adhere ~~for~~to ~~sustainability~~internationally ~~within~~recognized ~~our~~environmental, ~~supply~~social ~~chain.~~and ~~These~~corporate-governance ~~policies reinforce~~ standards.

2024 PPG ANNUAL REPORT AND FORM 10-K 7

our expectations that our suppliers, as well as their subcontractors, will comply fully with applicable laws and adhere to internationally recognized environmental, social and corporate-governance standards.

Global Operations

PPG has significant non-U.S. operations. This broad geographic footprint serves to lessen the significance to us of economic impacts occurring in any one region of the world. As a result of our global footprint, we are subject to certain inherent risks, including economic and political conditions in international markets, trade protection measures and fluctuations in foreign currency exchange rates. During ~~2024~~2025, ~~unfavorable~~ foreign currency translation ~~decreased~~increased Net sales by ~~approximately~~ $70 137 million and decreased Income before income taxes by ~~approximately~~ $208 million.

Refer to Note 20, “Revenue Recognition” in Item 8 of this Form 10-K for additional geographic information pertaining to sales and Note 21, “Reportable Business Segment Information” in Item 8 of this Form 10-K for geographic information related to PPG’s property, plant and equipment.

2025 PPG ANNUAL REPORT AND FORM 10-K 7

Seasonality

PPG’s Income before income taxes has typically been greater in the second and third quarters and Cash from operating activities has been greatest in the fourth quarter due to end-use market seasonality, primarily in our architectural coatings and traffic solutions businesses. Demand for our architectural coatings in Europe and traffic solutions products in the U.S and Canada is typically the strongest in the second and third quarters due to higher home improvement, maintenance and construction activity during the spring and summer months. The Latin American paint season is the strongest in the fourth quarter. These cyclical activity levels result in the collection of outstanding receivables and lower inventory on hand in the fourth quarter generating higher Cash from operating activities.

Human Capital

As of December 31, ~~2024~~2025, PPG employed approximately 4643,~~000~~500 people, of which approximately 11,~~700~~000 were in the United States and approximately 3432,~~300~~500 were elsewhere in the world. The Company has numerous collective bargaining agreements throughout the world. We observe local customs, laws and practices in labor relations when negotiating collective bargaining agreements. There were no significant work stoppages in ~~2024~~2025. While we have experienced occasional work stoppages and may experience some work stoppages in the future, we believe that we will be able to negotiate all labor agreements on satisfactory terms. To date, these work stoppages have not had a significant impact on our results of operations. Overall, we believe we have good relationships with our employees.

The PPG Way is a set of behaviors that enables, empowers and engages each employee to fully live our values and realize our full potential as an organization. It guides our employees and leaders as we strive to achieve our purpose of protecting and beautifying the world. Employee engagement is a measure of the extent to which our employees are involved in, enthusiastic about, and committed to our work and workplace. WeIn ~~conduct~~2025, employee ~~surveys~~engagement toremained ~~increase~~strong, ~~dialogue~~with ~~among~~our ~~teams~~October ~~and~~2025 ~~implement~~engagement ~~meaningful~~survey ~~action~~showing consistently high levels of engagement across the workforce, supporting the organizational health required to ~~improve~~deliver ~~results.~~the Company’s long term growth strategy.

Our human capital management strategies provide the foundation for our teams to thrive and deliver exceptional performance. These strategies in the areas of culture and purpose, employee engagement, development and pay equity are overseen by the Board of Directors, including its Human Capital Management and Compensation Committee ~~of our Board of Directors~~. We are committed to ensuring our employees are safe, healthy, enabled, engaged and valued for the unique talents they bring to PPG. We believe that having quality dialogue with our people, recognizing the value they bring and championing an authentic culture generates engaged employees and a company that is more innovative, productive and competitive. Our focus on and investment in learning and development are crucial to ensuring we keep our people engaged, productive and successful at every stage of their careers. We are committed to promoting from within wherever possible while also bringing in new ideas, thoughts and insights.

One of PPG’s greatest strengths is our people. Their talents and unique perspectives enable us to meet challenges quickly, creatively and effectively, providing a significant competitive advantage in today’s global economy. To ensure our people feel valued and respected, we are committed to providing a workplace that embraces a culture of collaboration and is free from harassment and bullying.

Our environmental, health and safety policy and standards define our expectations, and we implement programs and initiatives to reduce health and safety risk in our operations. We measure progress against our health and safety goals using the injury and illness rate, which is calculated as the number of illness and injury incidents per 200,000 work hours. For ~~2024~~2025, our injury and illness rate was 0.3122.

More information about PPG’s human capital management strategies and our workforce can be found in the Proxy Statement for our ~~2025~~2026 Annual Meeting of Shareholders and in our Sustainability Report located at http://sustainability.ppg.com.

2024 PPG ANNUAL REPORT AND FORM 10-K 8

Environmental Matters

PPG is committed to operating in a sustainable and productive manner and to helping our customers meet their sustainability goals. Our sustainability efforts are overseen by the Sustainability and Innovation Committee of our Board of Directors. At the management level, day-to-day implementation of our sustainability initiatives is led by our Vice President, Global Sustainability who coordinates PPG’s sustainability programs, integrates these programs into our business and communicates the benefits of our sustainably advantaged products to our customers, shareholders and other stakeholders. The Vice President, Global Sustainability works with PPG’s Sustainability Committee, a committee of management consisting of senior corporate executives, to establish and monitor our sustainability goals, policies, programs and procedures that incorporate sustainability into our business practices, including resource management, innovation, community engagement, communications, procurement, manufacturing and employee wellness.

Our dedication to innovation is intertwined with sustainability. In ~~2024~~2025, PPG continued to innovate and deliver sustainably-advantaged solutions based on our customers’ desire to improve their productivity and to reduce overall value chain environmental impacts. Our products contribute to lighter, more fuel-efficient vehicles, airplanes and ships, and they help our customers reduce their energy consumption, conserve water and reduce waste. These products include compact automotive paint processes and low temperature cure capabilities that save energy and reduce water usage at customer manufacturing sites; sustainably-advantaged waterborne coatings formulations; sustainably-advantaged powder coatings; lightweight sealants and coatings for aircraft; coatings that cool surfaces; coatings for recyclable metal packaging; antimicrobial products; coatings that contain reduced materials of concern; architectural coatings that contain lower carbon content raw materials; and solutions for autonomous and battery-powered vehicles. For the year ended December 31, 2024, 41% of sales were from sustainably-advantaged products and processes that we have defined as addressing multiple sustainability benefits, including lower emissions, lower toxicity, energy efficiency, use of renewable raw materials or extending durability.

~~PPG~~2025 is committed to using resources efficiently and driving sustainability throughout our entire value chain, including continued focus on reducing greenhouse gas emissions, water withdrawal and total energy use. In 2023, PPG ~~announced~~ANNUAL ~~its~~REPORT ~~near-term~~AND ~~2030~~FORM sustainability goals, including greenhouse gas (“GHG”) emissions targets that have been validated by the Science Based Targets initiative. PPG’s 2030 sustainability goals include a commitment to reduce absolute emissions from its own operations (scope 1 and 2) by 50% by 2030 from a 2019 base year and to reduce absolute scope 3 GHG emissions from purchased goods and services, processing of sold products, and end10-~~of-life treatment of sold products by 30% within the same timeframe.~~ K 8

environmental impacts. Our products contribute to lighter, more fuel-efficient vehicles, airplanes and ships, and they help our customers reduce their energy consumption, conserve water and reduce waste. These products include compact automotive paint processes and low temperature cure capabilities that save energy and reduce water usage at customer manufacturing sites; sustainably-advantaged waterborne coatings formulations; sustainably-advantaged powder coatings; lightweight sealants and coatings for aircraft; coatings that cool surfaces; coatings for recyclable metal packaging; antimicrobial products; coatings that contain reduced materials of concern; architectural coatings that contain lower carbon content raw materials; and solutions for autonomous and battery-powered vehicles. For the year ended December 31, 2025, 43% of sales were from sustainably-advantaged products and processes that we have defined as addressing multiple sustainability benefits, including lower emissions, lower toxicity, energy efficiency, use of renewable raw materials or extending durability.

PPG is committed to using resources efficiently and integrating sustainability throughout our entire value chain to drive productivity improvements, including continued focus on reducing greenhouse gas emissions, water withdrawal and total energy use. In 2023, PPG announced its near-term 2030 sustainability goals, including greenhouse gas (“GHG”) emissions targets that have been validated by the Science Based Targets initiative. PPG’s 2030 sustainability goals include a commitment to reduce absolute emissions from its own operations (scope 1 and 2) by 50% by 2030 from a 2019 base year and to reduce absolute scope 3 GHG emissions from purchased goods and services, processing of sold products, and end-of-life treatment of sold products by 30% within the same timeframe.

We are subject to existing and evolving standards relating to the protection of the environment. In management’s opinion, the Company operates in an environmentally sound manner and is well positioned, relative to environmental matters, within the industries in which it operates. PPG is negotiating with various government agencies concerning current and former manufacturing sites and offsite waste disposal locations, including certain sites on the National Priority List. While PPG is not generally a major contributor of wastes to these offsite waste disposal locations, each potentially responsible party may face governmental agency assertions of joint and several liability. Generally, however, a final allocation of costs is made based on relative contributions of wastes to the site. There is a wide range of cost estimates for cleanup of these sites, due largely to uncertainties as to the nature and extent of their condition and the methods that may have to be employed for their remediation. The Company has established reserves for onsite and offsite remediation of those sites where it is probable that a liability has been incurred and the amount of loss can be reasonably estimated.

Our experience to date regarding environmental matters leads us to believe that we will have continuing expenditures for compliance with provisions regulating the protection of the environment and for present and future remediation efforts at waste and plant sites. Management anticipates that such expenditures will occur over an extended period of time.

In addition to the $~~222~~206 million currently reserved for environmental remediation efforts, we may be subject to loss contingencies related to environmental matters estimated to be approximately $100 million to $200 million. These reasonably possible unreserved losses relate to environmental matters at a number of sites, none of which are individually significant. The loss contingencies related to these sites include significant unresolved issues such as the nature and extent of contamination at these sites and the methods that may have to be employed to remediate them.

Management believes that the outcome of these environmental contingencies will not have a material adverse effect on PPG’s financial position or liquidity; however, any such outcome may be material to the results of operations of any particular period in which costs, if any, are recognized. Refer to Note 15, “Commitments and Contingent Liabilities” in Item 8 of this Form 10-K for additional information related to environmental matters and our accrued liability for estimated environmental remediation costs.

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($ in millions)	2025	2024	2023
Capital expenditures for environmental control projects	$19	$24	$26

($ in millions)			2024						2023						2022
Capital expenditures for environmental control projects			$24						$26						$21

We believe that the amount spent on capital expenditures for environmental control projects in 2026 will be similar to 2025. Actual future capital expenditures may differ from expectations due to the inherent uncertainties involved in estimating future environmental remediation compliance costs, including possible technological, regulatory and enforcement developments, the results of environmental studies and other factors.

We believe that the amount spent on capital expenditures for environmental control projects in 2025 will be similar to 2024. Actual future capital expenditures may differ from expectations due to the inherent uncertainties involved in estimating future environmental remediation compliance costs, including possible technological, regulatory and enforcement developments, the results of environmental studies and other factors.

Available Information

The Company’s website address is www.ppg.com. The Company posts, and shareholders may access without charge, the Company’s recent filings and any amendments of its annual reports on Form 10-K, quarterly reports on Form 10-Q and its proxy statements as soon as reasonably practicable after such reports are filed with the Securities and Exchange Commission (“SEC”). The Company also posts all financial press releases, including earnings releases, and all other reports filed or furnished to the SEC, including current reports on Form 8-K to its website. Reference to the Company’s, the SEC’s or other websites herein does not incorporate by reference any information contained on those websites, and such information should not be considered part of this Form 10-K.

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Item 1A. Risk Factors

As a global manufacturer of paints, coatings and specialty products, we operate in a business environment that includes risks. Each of the risks described in this section could adversely affect our results of operations, financial position and liquidity. While the factors listed here are considered to be the more significant factors, no such list should be considered to be a complete statement of all potential risks and uncertainties. Unlisted factors may present significant additional obstacles which may adversely affect our businesses and our results of operations, financial position and liquidity.

Economic Risks

Increases in prices and declines in the availability of raw materials could negatively impact our financial results.

Our financial results are significantly affected by the cost of raw materials. Raw materials include both organic, primarily petroleum-derived, materials and inorganic materials, including titanium dioxide. These raw materials represent PPG’s single largest production cost component. Most of our raw materials are purchased from outside sources, and the Company has made, and plans to continue to make, supply arrangements to meet the planned operating requirements for the future. Adequate supply of critical raw materials is managed by establishing contracts, procuring from multiple sources, and identifying alternative materials or technology whenever possible. While not our customary practice, we also import raw materials and intermediates, particularly for use at our manufacturing facilities in the emerging regions of the world. In most cases, those imports are priced in the currency of the supplier and, therefore, if that currency strengthens against the currency of our manufacturing facility, our margins may be lower.

The Company is continuing its aggressive sourcing initiatives to effectively broaden our supply of high quality raw materials. These initiatives include qualifying multiple and local sources of supply, within Asia and other lower cost regions of the world, diversification of our resin supply, including adding on-site resin production at certain manufacturing locations, and a reduction in the amount of titanium dioxide and certain other raw materials used in our product formulations.

PPG continues to undertake actions to maintain supply arrangements adequate to meet planned operating requirements. However, raw material supply chain disruptions, including logistical and transportation challenges, could adversely impact our ability to procure raw materials. An inability to obtain certain critical raw materials has adversely impacted our ability to produce certain products in the past and could do so in the future. Additionally, the cost of raw materials fluctuates due to a number of factors, including changes in supplier feedstock costs and inventories, changes in the production capacity of suppliers, global industry activity levels, foreign currency exchange rates, government regulation, tariffs, export constraints and global supply and demand factors, any of which could ~~drive an~~ increase in raw material costs. If raw material costs increase and we are unable to offset these higher costs in a timely manner, ~~this~~our ~~would adversely impact~~ Income from continuing operations and Cash from operating activities would be adversely impacted.

The pace of economic growth and level of economic and geopolitical uncertainty could have a negative impact on our results of operations and cash flows.

Demand for our products and services depends, in part, on the general economic conditions affecting the countries and markets in which we do business. Weak economic conditions in certain geographies and changing supply and demand balances in the markets we serve have negatively impacted demand for our products and services in the past and may do so in the future. There is a high level of uncertainty surrounding future global economic conditions due to a number of factors, including the impact of ~~higher~~fluctuating interest rates, geopolitical uncertainty, including the international impacts of the ongoing wars in Ukraine and ~~Israel and~~ increasing tensions between China and the United States, commodity market volatility, potential changes to international trade agreements, the imposition of tariffs and the threat of additional tariffs, and labor shortages in certain regions of the world. PPG provides products and services to a variety of end-use markets in many geographies. This broad end-use market exposure and expanded geographic presence lessens the significance of any individual decrease in activity levels; nonetheless, lower demand levels may result in lower sales, which would adversely impact Income from continuing operations and Cash from operating activities.

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and labor shortages in certain regions of the world. PPG provides products and services to a variety of end-use markets in many geographies. This broad end-use market exposure and expanded geographic presence lessens the significance of any individual decrease in activity levels; nonetheless, lower demand levels may result in lower sales, which would adversely impact Income from continuing operations and Cash from operating activities.

Fluctuations in foreign currency exchange rates could affect our financial results.

We are exposed to foreign currency exchange rate risk with respect to our sales, expenses, profits, assets and liabilities denominated in currencies other than the U.S. dollar. Because our consolidated financial statements are presented in U.S. dollars, we must translate revenues and expenses into U.S. dollars at the average exchange rate during each reporting period, as well as assets and liabilities into U.S. dollars at exchange rates in effect at the end of each reporting period. Therefore, increases or decreases in the value of the U.S. dollar against other currencies will affect our Net sales, Net income and the value of balance sheet items denominated in foreign currencies. We may use derivative financial instruments to reduce our net exposure to currency exchange rate fluctuations related to foreign currency transactions. However, fluctuations in foreign currency exchange rates, particularly the strengthening or weakening of the U.S. dollar ~~against major currencies, could adversely or positively affect our financial condition and results of operations which are expressed in U.S. dollars.~~

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against major currencies, could adversely or positively affect our financial condition and results of operations which are expressed in U.S. dollars.

The industries in which we operate are highly competitive.

With each of our businesses, an increase in competition may cause us to lose market share or lose customers, adversely impacting our sales volumes, or compel us to reduce prices to remain competitive, which could result in reduced margins for our products. Additionally, our ability to increase prices may impact the overall economics for the products we offer. Competitive pressures may not only reduce our margins but may also impact our revenues and our growth which could adversely affect our results of operations.

Public health crises, including pandemics and the measures taken by public health and government authorities to address them, have adversely impacted our financial condition and results of operations in the past, and could adversely impact us in the future.

Our financial condition, liquidity and results of operations were adversely impacted by public health crises in the past, including impacts from efforts by public health officials to contain the public health crises. The effects of public health crises could interfere with the ability of PPG, our suppliers, our customers, and others to conduct business and negatively affect consumer confidence and the global economy. Preventative and protective actions taken by public health officials, governments and PPG in response to public health crises could adversely impact our business, suppliers, distribution channels, and customers, due to business shutdowns, reduced workforce availability, reduced ability to supply products, or reduced demand for our products.

Legal, Regulatory, and Tax Risks

We are subject to existing and evolving standards relating to the protection of the environment.

Environmental laws and regulations control, among other things, the discharge of pollutants into the air and water, the handling, use, treatment, storage and clean-up of hazardous and non-hazardous waste, and the investigation and remediation of soil and groundwater affected by hazardous substances. In addition, various laws regulate health and safety matters. The environmental laws and regulations we are subject to impose liability for the costs of, and damages resulting from, cleaning up current sites, past spills, disposals and other releases of hazardous substances. Violations of these laws and regulations can also result in fines and penalties. Future environmental laws and regulations, including rules requiring expanded reporting of certain environmental, safety and governance information, may require substantial capital expenditures or may require or cause us to modify or curtail our operations, which may have a material adverse impact on our business, financial condition and results of operations.

We are involved in a number of lawsuits and claims, and we may be involved in future lawsuits and claims, in which substantial monetary damages are sought.

PPG is involved in a number of lawsuits and claims, both actual and potential, in which substantial monetary damages are sought. Those lawsuits and claims may relate to contract, patent, environmental, product liability, asbestos exposure, antitrust, employment, securities and other matters arising out of the conduct of PPG’s current and past business activities. Any such claims, whether with or without merit, could be time consuming and expensive to defend and could divert management’s attention and resources. We maintain insurance against some, but not all, of these potential claims, and the levels of insurance we maintain may not be adequate to fully cover any and all losses. We believe that, in the aggregate, the outcome of all current lawsuits and claims involving PPG, including those described in Note 15, “Commitments and Contingent Liabilities” in Item 8 of this Form 10-K, will not have a material effect on PPG’s consolidated financial position or liquidity; however, such outcome may be material to the results of operations of any particular period in which costs, if any, are recognized. Nonetheless, the results of any future litigation or claims are inherently unpredictable, and such outcomes could have a material adverse effect on our results of operations, Cash from operating activities or financial condition.

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inherently unpredictable, and such outcomes could have a material adverse effect on our results of operations, Cash from operating activities or financial condition.

We are subject to a variety of laws and regulations, which could increase our compliance costs and could adversely affect our results of operations.

We are subject to a wide variety of complex U.S. and non-U.S. laws and regulations, and legal compliance risks, including securities laws, tax laws, environmental laws, employment and pension-related laws, competition laws, U.S. and foreign export and trading laws, and laws governing improper business practices, including bribery. We are affected by new laws and regulations and changes to existing laws and regulations, as well as interpretations by courts and regulators. These laws and regulations effectively expand our compliance obligations and costs.

For example, regulations concerning the composition, use and transport of chemical products continue to evolve. Developments concerning these regulations could potentially impact the availability or viability of some of the raw materials we use in our product formulations and/or our ability to supply certain products to some customers or markets. ~~Import/export sanctions and regulations also continue to evolve and could result in increased compliance costs, slower product movements or additional complexity in our supply chains.~~

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Import/export sanctions and regulations also continue to evolve and could result in increased compliance costs, slower product movements or additional complexity in our supply chains.

Further, although we believe that we have appropriate risk management and compliance programs in place, we cannot guarantee that our internal controls and compliance systems will always protect us from improper acts committed by employees, agents, business partners or businesses that we acquire. Any non-compliance, improper actions or allegations of such could damage our reputation and subject us to civil or criminal investigations and shareholder lawsuits, could lead to substantial civil and criminal, monetary and non-monetary penalties, and could cause us to incur significant legal and investigatory costs.

Changes in the tax regimes and related government policies and regulations in the countries in which we operate could adversely affect our results and our effective tax rate.

As a multinational corporation, we are subject to various taxes in both the U.S. and non-U.S. jurisdictions. Due to economic and political conditions, tax rates in these various jurisdictions may be subject to significant changes. For example, a number of countries have enacted legislation to implement the Organisation for Economic Co-operation and Development’s ~~has proposed modernizing international tax rules, including~~ global minimum tax standards (referred to as Pillar 2), which has caused an increase to our effective tax rate. Our effective income tax rate is also affected by changes in the mix of earnings in countries with differing statutory tax rates, changes in the valuation of deferred tax assets, the introduction of new taxes and changes in tax laws or their interpretation. If our effective income tax rate were to increase, our Cash from operating activities, financial condition and results of operations would be adversely affected. Although we believe that our tax filing positions are appropriate, the final determination of tax audits or tax disputes may be different from what is reflected in our historical income tax provisions and accruals. If future audits find that additional taxes are due, we may be subject to incremental tax liabilities, possibly including interest and penalties, which could have a material adverse effect on our Cash from operating activities, financial condition and results of operations.

Operational and Strategic Risks

Our international operations expose us to additional risks and uncertainties that could affect our financial results.

PPG has a significant investment in global operations. This broad geographic footprint serves to lessen the significance of economic impacts occurring in any one region. Notwithstanding the benefits of geographic diversification, our ability to achieve and maintain profitable growth in international markets is subject to risks related to the differing legal, political, social and regulatory requirements and economic conditions of many countries. As a result of our operations outside the U.S., we are subject to certain inherent risks, including political and economic uncertainty, inflation rates, exchange rates, trade protection measures, local labor conditions and laws, restrictions on foreign investments and repatriation of earnings, and weak intellectual property protection. Recently, there has been an increase in global geopolitical uncertainty due to a number of factors, including the international impacts of the ongoing ~~wars~~war in Ukraine and ~~Israel and~~ increasing tensions between China and the United States. In 2024, PPG completed the divestiture of its U.S. and Canada Architectural Coatings business, which further increases the percentage of sales recognized outside the U.S. During ~~2024~~2025, approximately 6870% of the Company’s total net sales were recognized outside of the United States.

Business disruptions could have a negative impact on our results of operations and financial condition.

Unexpected events, including supply disruptions, temporary plant and/or power outages, work stoppages, natural disasters and severe weather events, significant public health issues, computer system disruptions, challenges implementing, upgrading or transitioning enterprise resource planning systems, fires, war or terrorist activities, could increase the cost of doing business or otherwise harm the operations of PPG, our customers and our suppliers. It is not possible for us to predict the occurrence or consequence of any such events. However, such events could reduce our ability to supply products, reduce demand for our products or make it difficult or impossible for us to receive raw materials from suppliers or to deliver products to customers.

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ability to supply products, reduce demand for our products or make it difficult or impossible for us to receive raw materials from suppliers or to deliver products to customers.

The security of our information technology systems could be compromised which could adversely affect our operations or reputation.

We rely extensively on global information technology systems, networks and services, certain of which are managed, hosted, provided and/or used by third parties or their vendors, to conduct our business. We use information technology systems, networks, and services throughout many of our key business processes, including, but not limited to, receiving customer orders, purchasing materials, producing inventory, shipping inventory to customers, collecting customer payments, and paying our employees and vendors.

Numerous and evolving information security threats, including advanced persistent threats and ransomware, pose a risk to the security of our systems, networks and services, as well as to the confidentiality, availability and integrity of our data and of our critical business operations. The techniques, tools and tactics used in cyber-attacks evolve rapidly, including from emerging technologies such as advanced automation or artificial intelligence and may be difficult to detect for periods of time. As a result we may face difficulties in anticipating and implementing adequate preventative measures or fully mitigating harms after such an attack. Our information technology systems, networks and services have been, and will likely continue to be, subject to cybersecurity attacks. We have implemented and operate a cybersecurity program designed to protect and preserve the confidentiality, integrity and availability of our networks and systems as well as information that we own or is in our care. Notwithstanding our cybersecurity preparedness activities, we cannot guarantee that our security efforts or the security efforts of our third-party service providers will prevent all cybersecurity events. A material cybersecurity event could result in negative publicity, theft or other financial loss, modification or destruction of proprietary information or key information, manufacture of defective products, theft of personally identifiable information, and/or production downtimes and operational disruptions, which could adversely affect our results of operations.

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from emerging technologies such as advanced automation or artificial intelligence and may be difficult to detect for periods of time. As a result we may face difficulties in anticipating and implementing adequate preventative measures or fully mitigating harms after such an attack. Our information technology systems, networks and services have been, and will likely continue to be, subject to cybersecurity attacks. We have implemented and operate a cybersecurity program designed to protect and preserve the confidentiality, integrity and availability of our networks and systems as well as information that we own or is in our care. Notwithstanding our cybersecurity preparedness activities, we cannot guarantee that our security efforts or the security efforts of our third-party service providers will prevent all cybersecurity events. A material cybersecurity event could result in negative publicity, theft or other financial loss, modification or destruction of proprietary information or key information, manufacture of defective products, theft of personally identifiable information, and/or production downtimes and operational disruptions, which could adversely affect our results of operations.

We are incorporating artificial intelligence technologies into our research, products, services and processes. These technologies may present business, operational, compliance and reputational risks.

Artificial intelligence (“AI”) and machine-learning technology continue to advance rapidly, presenting both opportunities and risks. If we cannot incorporate these rapidly advancing technologies as quickly or effectively as other companies, our competitive position and business results may suffer. Incorporation of these new technologies into our processes may result in new or expanded risks, including risks related to regulatory compliance, litigation, ethical concerns, confidentiality or cybersecurity, among other factors that could potentially adversely impact our business, reputation and financial results. The use of AI in the development of our products and services could increase the risk of loss or theft of our intellectual property and could subject us to incremental risks related to data privacy and cybersecurity. The use of AI can lead to unintended consequences, including generating content that appears correct but is factually inaccurate, misleading or otherwise flawed, or that results in unintended biases and discriminatory outcomes, which could harm our stakeholders, our reputation and our business. Additionally, we face risks of competitive disadvantage if our competitors are able to more effectively use AI to create products or services at a lower cost or higher quality compared to PPG’s competing products or services.

We may not effectively integrate acquired businesses into our existing operations.

Growth through acquisitions is an important component of the Company’s strategy. Over the last decade, we have successfully completed more than 50 acquisitions, and we will likely acquire additional businesses and enter into additional joint ventures in the future. Growth through acquisitions and the formation of joint ventures involve risks, including:

•difficulties in assimilating acquired companies and products into our existing business;

•delays in realizing the benefits from the acquired companies or products;

•diversion of our management’s time and attention from other business concerns;

•difficulties due to lack of or limited prior experience in any new markets we may enter;

•unforeseen claims and liabilities, including unexpected environmental exposures, product liability, or existing information technology vulnerabilities;

•unexpected losses of customers or suppliers of the acquired or existing business;

•difficulty in conforming the acquired business’ standards, processes, procedures and controls to those of our operations; and

•difficulties in retaining key employees of the acquired businesses.

These risks or other challenges encountered in connection with our past or future acquisitions and joint ventures could cause delays in realizing the anticipated benefits of such acquisitions or joint ventures, or such anticipated benefits may never be realized, which could adversely affect our results of operations, Cash from operating activities or financial condition.

Our ability to understand our customers’ specific preferences and requirements, and to innovate, develop, produce and market products that meet customer demand is critical to our business results.

Our business relies on continued global demand for our brands and products. To achieve our business goals, we must develop and sell products that appeal to customers. This is dependent on a number of factors, including our ability to produce and deliver products that meet the quality, performance and price expectations of our customers and our ability to develop effective sales, advertising and marketing programs.

We believe the automotive industry will experience significant and continued change in the coming years, including an increase in the production of electric vehicles. Vehicle manufacturers continue to develop new safety features such as collision avoidance technology and self-driving vehicles that may reduce vehicle collisions in the future, potentially ~~lowering demand for our automotive refinish coatings. In addition, through the introduction of new technologies, new~~

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lowering demand for our automotive refinish coatings. In addition, through the introduction of new technologies, new business models or new methods of travel, such as ridesharing, the number of automotive OEM new-builds may decline, potentially reducing demand for our automotive OEM coatings and related automotive parts.

PPG is committed to developing and selling sustainably-advantaged products, which are designed to help our customers achieve their business and sustainability goals, including by reducing the amount of materials used in their processes. We expect that our focus on sustainably-advantaged products will drive future sales growth; however, as customers transition to sustainably-advantaged products, this could adversely impact our sales volumes as customers may require a lower quantity of our products due to reduced customer waste, extended durability and other similar impacts of using our sustainably-advantaged products.

Additionally, the development of customer-facing digital channels has and will continue to transform certain retail industries. An inability to develop such solutions and our customer’s pace of adoption of those solutions could negatively affect our business or the market demand for our products. We manage our innovation pipeline and introduction of new products through a rigorous stage gate process. We continuously look at ways to optimize and improve the effectiveness of this process to deliver innovation and growth.

Our future growth will depend on our ability to continue to innovate our existing products and to develop and introduce new products. If we fail to keep pace with product innovation on a competitive basis or to predict market demands for our products, our businesses, financial condition and results of operations could be adversely affected.

Our business success depends on attracting, developing and retaining a qualified workforce.

Our continued business success depends on the efforts and abilities of our management team and employees. The skills, experience and industry knowledge of our employees significantly benefit our operations and performance. We compete with other companies both within and outside of our industry for talented personnel in a highly competitive labor market, and we may face challenges attracting or retaining qualified employees. If we are unable to effectively attract, develop and retain a qualified workforce, our businesses, financial condition and results of operations could be adversely affected.

PPG’s aerospace coatings business depends, in part, on our ability to successfully meet customer demand, production targets and commitments.

PPG is currently under contract to supply transparencies, coatings and sealants for use on existing and new commercial, general aviation and military aircraft manufactured by many of the largest global and regional aerospace manufacturers. Our aerospace business is currently experiencing a backlog resulting in product shortages to certain of our customers. In addition, many of our contracts contemplate production increases over the next several years. If we fail to meet production targets and commitments, or encounter difficulty or unexpected costs in meeting such levels, it could have aan ~~material~~adverse effect on our reputation, business, operating results, or financial condition. Similarly, to the extent demand for our products increases rapidly and significantly in future periods, we may not be able to ramp up production quickly enough to meet the demand, which could result in production delays at our customers, lost opportunities for growth and adversely affect our business, financial condition, results of operations or competitive position. Additionally, delivery delays by us due to production interruptions or delays may subject us to liability from customer claims that such delay resulted in losses to the customer.

Item 1B. Unresolved Staff Comments

None.

Item 1C. Cybersecurity

PPG’s cybersecurity program is designed to protect and preserve the confidentiality, integrity and availability of our networks and systems as well as information that we own or is in our care through a risk-based approach. The Company’s program is based on the U.S. National Institute for Standards and Technology (NIST) cybersecurity framework and other applicable industry frameworks.

Our cybersecurity program includes:

•ongoing employee cybersecurity awareness and training activities, which include frequent phishing testing;

•access management and access controls intended to implement Principle of Least Privilege (PoLP) access;

•protection of certain data through encryption at rest and in transit;

•monitoring and protection software;

•a vulnerability management program that includes managing the risk of third-party software;

•a cyber incident response plan that provides controls and procedures to support appropriate containment, response, investigation, reporting and recovery of cybersecurity incidents;

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•periodic testing of our cybersecurity posture, including by independent third-party consultants; and

•integrating cybersecurity requirements and other provisions into various contracts.

PPG has continued to invest in cybersecurity to evolve and improve its program. PPG regularly assesses and measures itself against industry practices to identify opportunities to improve its people, processes and technology used to identify, prevent, detect, respond and recover from cybersecurity incidents. When such improvements are identified and validated as appropriate in PPG’s business context, they are incorporated in the roadmap for implementation.

To date, the risks from cybersecurity threats have not materially affected the Company. We have significantly increased our cybersecurity investments over the last five years and have implemented cybersecurity safeguards designed to detect and prevent cybersecurity events that may have a material adverse effect on the Company. Notwithstanding our increased cybersecurity investments and preparedness activities, sophisticated and targeted computer crime perpetrated by threat actors internal or external to the Company poses a risk to the security of our systems, facilities, and networks and to the confidentiality, availability and integrity of our data, including but not limited to intellectual property and confidential and personal data. This could lead to negative publicity, theft or other financial loss, modification or destruction of proprietary information or key information, manufacture of defective products, production downtimes and operational disruptions, which could materially and adversely affect our reputation, competitiveness and results of operations. Refer to the risk factor titled “The security of our information technology systems could be compromised which could adversely affect our operations or reputations” in Item 1A of this Form 10-K for further detail regarding cybersecurity risks that could affect PPG’s operations. We maintain insurance covering certain costs that we may incur in connection with cybersecurity incidents, which we believe is commensurate with the size and the nature of our operations. However, the Company may incur expenses and losses related to a cyber incident that are not covered by insurance or are in excess of our insurance coverage.

The PPG Board of Directors (the “Board”) has overall responsibility for the oversight of risk management at PPG, which includes cybersecurity risks. The Audit Committee of the Board (the “Audit Committee”), is responsible for oversight of the Company’s enterprise risk management (“ERM”) program which provides oversight and governance of all of the Company’s operational and financial risks, including risks from cybersecurity threats to the Company. The Audit Committee receives bi-annual reports and periodic briefings on cybersecurity matters, including key risks to the Company, recent developments, and risk mitigation activities from our Vice President and Chief Information Officer (“CIO”) and our Chief Information Security Officer (“CISO"), who are both responsible for overseeing our cybersecurity program. In addition, the full Board receives bi-annual briefings from our CIO on our cybersecurity program. The Board and the Audit Committee also periodically review the results of exercises performed by our advisors as part of an independent assessment of PPG’s cybersecurity program and internal preparedness.

In addition, the Enterprise Risk Committee, a committee of senior executives who identify and monitor the risks to PPG and are responsible for our ERM program, receives updated information on cybersecurity risks at each of its meetings.

As part of their oversight of our cybersecurity program, our CIO and our CISO oversee a team of cybersecurity professionals and are responsible for assessing and managing our material risks from cybersecurity threats. Our CIO and CISO are trained information technology professionals, each of whom has earned degrees in information systems and business administration and has many years of experience in or managing global enterprise information technology at various organizations.

PPG maintains an internal communication hierarchy that is designed to communicate the occurrence of certain cybersecurity events and/or incidents into our systems to our CISO, our CIO, our company crisis response team, and, as appropriate, to certain members of senior management. This communication hierarchy includes protocols for informing the Audit Committee and the full Board of certain cybersecurity events ~~and/~~or incidents and for determining the materiality thereof.

Item 2. Properties

PPG’s corporate headquarters is located in the United States in Pittsburgh, Pa. The Company’s manufacturing facilities, sales offices, research and development centers and distribution centers are located throughout the world. Refer to Item 1. “Business” of this Form 10-K for the principal manufacturing and distribution facilities by reportable business segment.

The Company’s principal research and development centers are located in Allison Park, Pa.; ~~Tianjin~~Burbank, ~~China~~Ca.; Cleveland, Oh.; ~~Springdale~~Monroeville, Pa.; ~~Milan~~Oak Creek, ~~Italy~~Wi.; ~~Monroeville~~Springdale, Pa.; ~~Ingersheim~~Sylmar, ~~Germany~~Ca.; ~~Marly~~Amsterdam, ~~France~~Netherlands; ~~Oak Creek~~Bangplee, ~~Wi.~~Thailand; ~~Sumare~~Cheonan, ~~Brazil~~Republic of Korea; ~~Amsterdam~~Clayton, ~~Netherlands~~Australia; ~~Vantaa~~Ingersheim, ~~Finland~~Germany; ~~Tepexpan~~Marly, ~~Mexico~~France; ~~Burbank~~Milan, ~~Ca.~~Italy; ~~Zhangjiagang~~Sumare, ~~China~~Brazil; ~~Cheonan~~Tepexpan, ~~Republic~~Mexico; ofTianjin, ~~Korea~~China; ~~Wroclaw~~Vantaa, ~~Poland~~Finland; ~~Bangplee~~Wroclaw, ~~Thailand~~Poland; and ~~Sylmar~~Zhangjiagang, CaChina.

Our headquarters, certain distribution centers and substantially all company-owned paint stores are located in facilities that are leased while our other facilities are generally owned. Our facilities are considered to be suitable and adequate for the purposes for which they are intended and overall have sufficient capacity to conduct business in the upcoming year.

~~2024~~2025 PPG ANNUAL REPORT AND FORM 10-K 15

Item 3. Legal Proceedings

PPG is involved in a number of lawsuits and claims, both actual and potential, including some that it has asserted against others, in which substantial monetary damages are sought. These lawsuits and claims may relate to contract, patent, environmental, product liability, asbestos exposure, antitrust, employment, securities and other matters arising out of the conduct of PPG’s current and past business activities. To the extent these lawsuits and claims involve personal injury, property damage and certain other claims, PPG believes it has adequate insurance; however, certain of PPG’s insurers are contesting coverage with respect to some of these claims, and other insurers may contest coverage. PPG’s lawsuits and claims against others include claims against insurers and other third parties with respect to actual and contingent losses related to environmental, asbestos and other matters.

From the late 1880’s until the early 1970’s, PPG owned property located in Cadogan and North Buffalo Townships, Pennsylvania which was used for the disposal of solid waste from PPG’s former glass manufacturing facility in Ford City, Pennsylvania. In October 2018, the Pennsylvania Department of Environmental Protection (the “DEP”) approved PPG’s cleanup plan for the Cadogan Property. In April 2019, PPG and the DEP entered into a consent order and agreement (“CO&A”) which incorporated PPG’s approved cleanup plan and a draft final permit for the collection and discharge of seeps emanating from the former disposal area. The CO&A includes a civil penalty of $1.2 million for alleged past unauthorized discharges. PPG’s former disposal area is also the subject of a citizens’ suit filed by the Sierra Club and PennEnvironment seeking remedial measures beyond the measures specified in PPG’s approved cleanup plan, a civil penalty in addition to the penalty included in the CO&A and plaintiffs’ attorneys fees. PPG and the plaintiffs settled plaintiffs’ claims for injunctive relief and PPG agreed to enhancements to the DEP approved cleanup plan and a $250,000 donation to a Pennsylvania nonprofit organization. This settlement has been memorialized by an amendment to the CO&A which was appended to a Consent Agreement between PPG and the plaintiffs which has been entered by the federal court. The remaining claims in the case for attorneys’ fees and a civil penalty are not affected by this settlement. A trial on the issue of a civil penalty under the Clean Water Act was held in June 2024. Following the trial, the parties filed Proposed Findings of Fact and Conclusions of Law and the matter is now ready for a decision by the Court. With regard to plaintiffs’ motion for attorneys’ fees, the Court appointed a Special Master to review the parties' positions regarding the amount of fees that should be awarded.

In 2006, a lawsuit was filed in Manaus, Brazil, captioned Di Gregório Navegação LTDA v. PPG Industries, Inc. (the “Di Gregório litigation”). The lawsuit asserted claims arising from a November 1998 fire on a cargo ship off the coast of Brazil; the lawsuit alleges the fire was caused by PPG chemical products that were part of the ship’s cargo. The plaintiff, a charterer of the ship, brought claims for various alleged damages. This litigation was pending as of July 18, 2012 when PPG and Eagle Spinco Inc. (“Eagle Spinco”) signed a Separation Agreement setting forth the separation of the assets and liabilities of PPG’s commodity chemicals business to an entity to be later identified by Eagle Spinco. The assets and liabilities identified in the Separation Agreement specifically included all liabilities relating to the Di Gregório litigation. On January 22, 2013, PPG and Eagle US 2, LLC (“Eagle US 2”) signed a Contribution Agreement, by which PPG transferred to Eagle US 2 the assets and liabilities as set forth in the Separation Agreement. Georgia Gulf Corporation then acquired Eagle Spinco and Eagle US 2 in a merger transaction after which Georgia Gulf was renamed Axiall Corporation (“Axiall”). Thereafter, Axiall owned Eagle Spinco and Eagle US 2. Under the terms of the Contribution Agreement, Eagle US 2 acquired the assets and liabilities as defined in the Separation Agreement, including the Di Gregório litigation. In 2016, Westlake Corporation acquired Axiall and its subsidiaries, including Eagle Spinco and Eagle US 2. For convenience, Westlake Corporation, Axiall, Eagle Spinco, and Eagle US 2 collectively are referred to as “Westlake.”

Under the Separation Agreement and Contribution Agreement, Eagle US 2 assumed the Di Gregório litigation liability, and Eagle Spinco and Eagle US 2 were required to remove PPG as an obligor for this liability. To the extent PPG was not removed as an obligor, the Separation Agreement provides that Eagle Spinco and Axiall must act as agents or subcontractors of PPG and pay any liability in the matter on PPG’s behalf. The Separation Agreement also provides PPG an uncapped right of indemnification for all damages PPG incurs arising from the Di Gregório litigation and for any breach of the Separation Agreement or Contribution Agreement.

Since 2013, Westlake exclusively has controlled the defense of the Di Gregório litigation. In 2024, PPG learned that Westlake never substituted itself into the case in place of PPG or otherwise informed the Brazilian court that Westlake is the real party in interest and assumed all liability for the matter. On May 30, 2024, Westlake informed PPG that the Brazilian court entered an award against PPG (which remains the nominal defendant) that with prejudgment interest, fees, and costs would total over $700 million. More recently, Westlake informed PPG that it believes simple prejudgment interest applies to the judgment which would result in the final award being approximately $350 million. Westlake informed PPG that although it will continue to defend the case and pursue an appeal of the award, it will not post any bond, pay any judgment, or take any steps to prevent the plaintiff from attempting to execute on the judgment against PPG.

~~2024~~2025 PPG ANNUAL REPORT AND FORM 10-K 16

On May 17, 2024, Eagle Spinco filed a lawsuit against PPG in Delaware Superior Court alleging breach of the Separation Agreement and requesting declaratory relief (the “Eagle Spinco Lawsuit”). In its lawsuit, Eagle Spinco sought to have the Di Gregório liability determined to be one in which its obligation is only to indemnify PPG for any damages PPG incurs net of any insurance coverage available from PPG’s insurers.

On June 13, 2024, PPG filed a lawsuit against Westlake in the Court of Chancery in Delaware (the “PPG Lawsuit”), asserting claims for specific performance, declaratory relief, breach of contract, and equitable estoppel. The PPG Lawsuit asserts: (a) Westlake assumed all liability for the Di Gregório litigation, (b) Westlake is obligated to remove PPG as an obligor in the litigation and has a continuing duty to act as PPG’s agent to satisfy any award if PPG is not removed as an obligor in the case, (c) Westlake has the duty to pay any award, bond, court fees and other costs awarded in the Di Gregório litigation, (d) Westlake’s obligations are unconditional and not contingent upon the recovery of any insurance proceeds and Westlake did not acquire any right to PPG’s insurance assets, and (e) PPG has an uncapped right of indemnification if Westlake fails to satisfy its obligations under the Separation Agreement and Contribution Agreement. Eagle Spinco filed counterclaims in the PPG Lawsuit restating the claims originally asserted in the Eagle Spinco Lawsuit, and dismissed the Eagle Spinco Lawsuit.

PPG intends to vigorously enforce its rights under the Separation Agreement and Contribution Agreement and to hold Westlake accountable for any damages PPG suffers as a result of Westlake’s breach of contract. ~~The~~ A bench trial for the PPG Lawsuit was held in the Delaware Court of Chancery ~~has~~in ~~set~~May a2025. ~~trial~~The ~~date~~court ofordered ~~May~~post-trial 6briefing, and a final oral argument was held in July 2025. ~~for~~PPG expects the ~~PPG~~trial ~~Lawsuit~~court to issue its final decision in 2026. PPG believes the risk of loss associated with this matter is remote.

For many years, PPG has been a defendant in lawsuits involving claims alleging personal injury from exposure to asbestos. For a description of asbestos litigation affecting the Company, see Note 15, “Commitments and Contingent Liabilities” to the accompanying consolidated financial statements in Part I, Item 8 of this Form 10-K.

2024 PPG ANNUAL REPORT AND FORM 10-K 17

Information About Our Executive Officers

Set forth below is information related to the Company’s executive officers as of February 2019, ~~2025~~2026.

Name	Age	Title
Timothy M. Knavish (a)	5960	Chairman and Chief Executive Officer since October 2023
Anne M. Foulkes (b)	62	Senior Vice President and General Counsel since September 2018
Joseph R. Gette (b)	53	Senior Vice President, General Counsel and Secretary since January 2026
Vincent J. Morales (c)	5960	Senior Vice President and Chief Financial Officer since March 2017
K. Henrik Bergström (d)	52	Senior Vice President, Architectural Coatings, Latin America, EMEA and Asia Pacific since May 2023
Alisha E. Bellezza (d)	50	Senior Vice President, Automotive Coatings since March 2024
Kevin D. Braun (e)	56	Senior Vice President, Operations since October 2024
K. Henrik Bergström (e)	53	Senior Vice President, Global Architectural Coatings since May 2023
Amy R. Ericson (f)	59	Senior Vice President, Protective and Marine Coatings since January 2023
Kevin D. Braun (f)	57	Senior Vice President, Operations since October 2024
Chancey E. Hagerty (g)	51	Senior Vice President, Automotive Refinish Coatings since May 2023
Amy R. Ericson (g)	60	Senior Vice President, Protective and Marine Coatings since January 2023
Anne M. Foulkes (h)	63	Senior Vice President, Law and Special Projects since January 2026
Chancey E. Hagerty (i)	52	Senior Vice President, Automotive Refinish Coatings since May 2023
Juliane M. Hefel (j)	50	Senior Vice President, Industrial Coatings and Specialty Products since January 2025
Robert L. Massy (k)	48	Senior Vice President and Chief Human Resources Officer since March 2024

(a)Mr. Knavish served as President and Chief Executive Officer from January 2023 until September 2023. Mr. Knavish served as Chief Operating Officer from March 2022 through December 2022, Executive Vice President from October 2019 through February 2022, Senior Vice President, Architectural Coatings and President, PPG EMEA from January 2019 through September 2019, Senior Vice President, Industrial Coatings from October 2017 through December 2018, Senior Vice President, Automotive Coatings from March 2016 through September 2017, Vice President, Protective and Marine Coatings from August 2012 through February 2016 and Vice President, Automotive Coatings, Americas from March 2010 through July 2012.

(b)MsMr. ~~Foulkes~~Gette served as ~~Senior~~ Vice President, Deputy General Counsel and Secretary from ~~April 2022 to~~ June 2022 ~~and~~through ~~from~~December ~~August~~2025. ~~2018 to September 2018~~Previously, ~~Vice~~Mr. ~~President~~Gette ~~and~~served ~~Associate~~as Assistant General Counsel, ~~and~~Mergers ~~Secretary from March 2016 through July 2018~~ and ~~Assistant~~Acquisitions ~~General Counsel~~ and ~~Secretary~~Securities from ~~April~~2018 ~~2011~~to ~~through February 2016~~2022.

(c)Mr. Morales served as Vice President, Finance from June 2016 through February 2017. From June 2015 through June 2016, he served as Vice President, Investor Relations and Treasurer and from October 2007 through May 2015 he served as Vice President, Investor Relations.

(d)MrMs. ~~Bergström~~Bellezza served as Vice President, ~~Architectural~~Global Automotive Coatings, ~~Latin~~from ~~America,~~July ~~EMEA~~2023 ~~and~~to ~~Asia~~through ~~Pacific~~February ~~from~~2024. ~~February~~She ~~2022~~joined ~~through~~PPG ~~April~~in 2023 from Chemours where she served as President, Thermal and Specialized Solutions and prior to that as Vice President, ~~Architectural~~Global ~~Coatings~~Sales, ~~Latin~~Commercial ~~America~~Operations and Supply Chain from ~~April~~2018 ~~2017~~to ~~through~~2020 ~~January~~and ~~2022~~as Vice President, Treasurer and Head of Investor Relations from 2016 to 2018.

(e)~~Effective October 1, 2024,~~ Mr. ~~Braun~~Bergström ~~was named Senior Vice President, Operations. Mr. Braun~~ served as ~~Senior~~ Vice President, ~~Industrial~~Architectural Coatings ~~Segment from May 2023 through September 2024~~, ~~Vice~~Latin ~~President~~America, ~~Global~~EMEA ~~Industrial~~and ~~Coatings~~Asia Pacific from ~~January~~February ~~2020~~2022 through April 2023 and as Vice President, ~~Industrial~~Architectural Coatings, ~~Americas~~Latin America from ~~September~~April ~~2013~~2017 through ~~December~~January ~~2019~~2022.

~~(f)Ms.~~2025 ~~Ericson~~PPG ~~served~~ANNUAL asREPORT ~~Senior~~AND ~~Vice~~FORM President, Packaging Coatings from July 2018 through December 2022. She served as President of SUEZ Chemical Monitoring and Solutions from 2017 until 2018, President of General Electric Water Services Company from 2015 to 2017 and President and Chief Executive Officer of Alstom SA’s U.S. business from 2013 to 2015.10-K 17

(gf)Mr. ~~Hagerty~~Braun served as Senior Vice President, ~~Global~~Industrial ~~Automotive~~Coatings ~~Refinish~~Segment from May 2023 through September 2024, Vice President, Global Industrial Coatings from January 2020 through April 2023 and as Vice President, ~~Global~~ Industrial Coatings, Americas from ~~January~~September ~~2019~~2013 through December 2019.

(g)Ms. Ericson served as Senior Vice President, Packaging Coatings from July 2018 through December 2022. She served as President of SUEZ Chemical Monitoring and Solutions from 2017 until 2018, President of General Electric Water Services Company from 2015 to 2017 and President and Chief Executive Officer of Alstom SA’s U.S. business from 2013 to 2015.

(h)Ms. Foulkes served as Senior Vice President and General Counsel from September 2018 to December 2025, Vice President and Associate General Counsel and Secretary from March 2016 through July 2018 and Assistant General Counsel and Secretary from April 2011 through February 2016.

(i)Mr. Hagerty served as Vice President, Global Automotive Refinish Coatings from January 2020 through April 2023 and as Vice President, Global Industrial Coatings from January 2019 through December 2019.

(j)Ms. Hefel served as Vice President, Specialty Coatings and Materials from November 2023 through December 2025. Ms. Hefel joined PPG in September 2022 from Henkel where she served as Corporate Vice President, Automotive OEM Business Americas and prior to that as Vice President, Acoustics and Structurals Business, North America and Mexico.

(k)Mr. Massy joined PPG in March 2024 from Westinghouse Electric Company where he served as Executive Vice President, Chief Administrative Officer and Chief Human Resources Officer. Prior to Westinghouse, Mr. Massy served as Global Head of Talent and Development at Weatherford International.

Item 4. Mine Safety Disclosures

Not Applicable.

~~2024~~2025 PPG ANNUAL REPORT AND FORM 10-K 18

Part II

Item 5. Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

The information required by Item 5 regarding market information, including PPG’s stock exchange listing and quarterly stock market prices, dividends, holders of common stock, and the stock performance graph is included in Exhibit 13.1 filed with this Form 10-K and is incorporated herein by reference.

Issuer Purchases of Equity Securities - Fourth Quarter 2024

Issuer Purchases of Equity Securities - Fourth Quarter 2025

Month

Total Number of Shares Purchased

Avg. Price Paid per Share

Total Number of Shares Purchased as Part of Publicly Announced Programs

Max. Number of Shares That May Yet Be Purchased Under the Programs(1)

October 2024

October 2025

Repurchase program

—

$—

—

2421,~~177~~264,~~629~~544

November 2024

November 2025

Repurchase program

—119,832

$—100.16

—119,832

2420,~~204~~657,~~845~~807

December 2024

December 2025

Repurchase program

2858,~~034,464~~658

$~~122~~102.9241

2858,~~034,464~~658

2319,~~108~~311,~~291~~666

Total quarter ended December 31, 2024

Total quarter ended December 31, 2025

Repurchase program

2978,~~034,464~~490

—$102.13

2978,~~034,464~~490

2319,~~108~~311,~~291~~666

(1)In ~~December 2017, PPG's board of directors approved a $2.5 billion share repurchase program. In~~ April 2024, PPG’s Board of Directors ~~authorized~~approved ~~the~~a ~~repurchase of an additional~~ $2.5 billion ofshare ~~outstanding~~repurchase ~~common stock~~plan. The remaining shares yet to be purchased under the program ~~has~~have been calculated using PPG’s closing stock price on the last business day of the respective month. The repurchase ~~programs~~program dodoes not have an expiration date.

Item 6. [Reserved]

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion includes a comparison of our results of operations and liquidity and capital resources for the years ended December 31, ~~2024,~~2025 ~~2023~~ and ~~2022~~2024. ~~The~~A ~~Company’s~~discussion ~~financial~~of ~~results~~changes ~~have~~in ~~been~~our ~~recast~~results toof ~~present~~operations for the ~~results~~year ofended December 31, 2024 as compared to the ~~architectural~~year ~~coatings~~ended ~~business~~December 31, 2023 has been omitted from this Form 10-K, but may be found in ~~the~~“Item U7.S. Management’s Discussion and ~~Canada~~Analysis asof ~~discontinued~~Financial ~~operations~~Condition ~~for~~and ~~all~~Results ~~periods~~of ~~presented~~Operations” of our 2024 Form 10-K, filed with the Securities and Exchange Commission on February 20, 2025.

Highlights

Net sales ~~were~~of approximately $15.89 billion in ~~2024,~~2025 awere ~~decrease~~flat ~~of 2%~~ compared to ~~the~~2024, ~~prior~~with ~~year,~~higher ~~due~~selling toprices, sales ~~volumes~~volume ~~declining~~growth and ~~the~~favorable ~~combination of unfavorable~~ foreign currency translation ~~and~~offset ~~divestitures reducing net sales. Despite decreased sales due to lower industry demand in automotive OEM coatings, industrial coatings and architectural coatings in Europe, results were supported~~ by ~~record~~the ~~sales~~impact inof ~~aerospace coatings and growth in several other key technology-driven businesses~~divestitures.

Income before income taxes was $12,~~852~~045 million in ~~2024~~2025, an increase of $~~162~~193 million compared to the prior year. This increase was primarily due to lower ~~raw~~business ~~material~~restructuring ~~costs~~charges and impairment and other related charges, ~~lower~~higher ~~performance-based~~selling ~~compensation~~prices, ~~costs~~improved manufacturing productivity and restructuring savings, partially offset by ~~overhead inflation and~~ the impact of ~~lower~~unfavorable sales ~~volumes~~mix and overhead and other cost inflation.

Performance Overview

Net Sales by Region

% Change

~~% Change~~

($ in millions, except percentages)

~~2024~~2025

~~2023~~2024

~~2022~~2025 vs. 2024

~~2024 vs. 2023~~

~~2023 vs. 2022~~

United States and Canada

$5,~~352~~372

$5,~~485~~352

~~$5,346~~0.4%

~~(2.4)%~~

~~2.6%~~

Europe, Middle East and Africa (EMEA)

5,~~386~~368

5,~~617~~386

~~5,458~~(0.3)%

~~(4.1)%~~

~~2.9%~~

Asia Pacific

2,~~912~~937

2,~~873~~912

~~2,824~~0.9%

~~1.4%~~

~~1.7%~~

Latin America

2,~~195~~198

2,~~267~~195

0.1~~,986~~%

~~(3.2)%~~

~~14.1%~~

Total

$15,~~845~~875

$1615,~~242~~845

~~$15,614~~0.2%

~~(2.4)%~~

~~4.0%~~

~~2024~~Net ~~vs.~~sales ~~2023~~increased $30 million due to the following:

~~Net~~● ~~sales~~Higher ~~decreased~~selling ~~$397~~prices ~~million due to the following:~~(+1%)

● ~~Lower~~Higher sales volumes (-+1%)

● Unfavorable foreign currency translation and divestitures (-1%)

2024 PPG ANNUAL REPORT AND FORM 10-K 19

For specific business results, see the Performance of Reportable Business Segments section within Item 7 of this Form 10-K.

2023 vs. 2022

Net sales increased $628 million due to the following:

● Higher selling prices (+5%)

● Favorable foreign currency translation (+1%)

2025 PPG ANNUAL REPORT AND FORM 10-K 19

Partially offset by:

● ~~Lower~~Divestitures ~~sales volumes~~ (-23%)

For specific business results, see the Performance of Reportable Business Segments section within Item 7 of this Form 10-K.

Cost of sales, exclusive of depreciation and amortization

% Change

~~% Change~~

($ in millions, except percentages)

~~2024~~2025

~~2023~~2024

~~2022~~2025 vs. 2024

~~2024 vs. 2023~~

~~2023 vs. 2022~~

Cost of sales, exclusive of depreciation and amortization

$9,~~252~~316

$9,~~678~~252

~~$9,975~~0.7%

~~(4.4)%~~

~~(3.0)%~~

Cost of sales as a % of net sales

58.47

5958.64

630.93%

~~(1.2)%~~

~~(4.3)%~~

~~2024~~Cost ~~vs.~~of ~~2023~~sales, exclusive of depreciation and amortization, increased $64 million due to the following:

Cost of sales, exclusive of depreciation and amortization, decreased $426 million due to the following:

● Moderating raw material costs

● Lower sales volume

2023 vs. 2022

Cost of sales, exclusive of depreciation and amortization, decreased $297 million due to the following:

● Moderating raw material costs

● Lower sales volume

Partially offset by:

● Wage and other cost inflation

~~Selling,~~● ~~general~~Higher ~~and~~sales ~~administrative expenses~~volumes

							% Change
($ in millions, except percentages)	2024		2023		2022		2024 vs. 2023	2023 vs. 2022
Selling, general and administrative expenses	$3,391		$3,401		$3,037		(0.3)%	12.0%
Selling, general and administrative expenses as a % of net sales	21.4	%	20.9	%	19.5	%	0.5%	1.4%

● Unfavorable foreign currency translation

2024 vs. 2023

Selling, general and administrative expenses decreased $10 million primarily due to:

● Restructuring cost savings

● Lower performance-based compensation

Partially offset by:

● Increased manufacturing productivity

● Divestitures

Selling, general and administrative expenses


					% Change
($ in millions, except percentages)	2025		2024		2025 vs. 2024
Selling, general and administrative expenses	$3,439		$3,391		1.4%
Selling, general and administrative expenses as a % of net sales	21.7	%	21.4	%	0.3%

Selling, general and administrative expenses increased $48 million primarily due to:

● Wage and other cost inflation

2023 vs. 2022

Selling, general and administrative expenses increased $364 million primarily due to:

● Wage and other cost inflation

● Unfavorable foreign currency translation

● Higher performance-based compensation expense

2024 PPG ANNUAL REPORT AND FORM 10-K 20

● Selling, general and administrative expenses from acquired businesses

Partially offset by:

● Restructuring ~~cost~~ savings

● Divestitures

Depreciation


					% Change
($ in millions, except percentages)	2025		2024		2025 vs. 2024
Depreciation	$403		$360		11.9%
Depreciation as a % of net sales	2.5	%	2.3	%	0.2%

Depreciation increased $43 million primarily due to:

● Accelerated depreciation expense

● Unfavorable foreign currency translation

Partially offset by:

● Divestitures

Other charges and other income

% Change

~~% Change~~

($ in millions, except percentages)

~~2024~~2025

~~2023~~2024

~~2022~~2025 vs. 2024

~~2024 vs. 2023~~

~~2023 vs. 2022~~

Interest expense

$241

$~~247~~241

~~$167~~—%

~~(2.4)%~~

~~47.9%~~

Interest income

($~~177~~153)

($~~140~~177)

(~~$54~~13.6)%

~~26.4%~~

~~159.3%~~

Business restructuring, net

$~~233~~6

($2)233

~~$33~~(97.4)%

~~N/A~~

Impairment and other related charges, net

$~~146~~24

$~~160~~146

~~$231~~(83.6)%

~~(8.8)%~~

~~(30.7)%~~

Pension settlement charge

$—

$190

$—

N/A

Other charges/(income), net

($8)

N/A

Other charges/(income), net

($8)

$80

($66)

N/A

~~Interest~~2025 ~~expense~~PPG ANNUAL REPORT AND FORM 10-K 20

Interest expense decreased $6 million in 2024 versus 2023 primarily due to lower debt balances.

Interest expense increased $80 million in 2023 versus 2022 primarily due to the unfavorable impact of higher interest rates on PPG’s variable debt obligations.

Interest income

Interest income increased $37 million in 2024 versus 2023 primarily due to the favorable impact of higher interest rates.

Interest income increased $86 million in 2023 versus 2022 primarily due to strong cash generation, resulting in higher levels of cash and cash equivalents, as well as the favorable impact of higher interest rates.

Business restructuring, net

In October 2024, the Company approved a comprehensive cost reduction program focused on reducing structural costs primarily in Europe and in certain other global businesses, along with other corporate costs following the divestitures of PPG’s silicas products business and the architectural coatings business in the U.S. and Canada. In connection with approval of this restructuring program, the Company recorded a pretax restructuring charge of $239 million, representing employee severance and other cash costs. Refer to Note 8, “Business Restructuring” in Item 8 of this Form 10-K for additional information.

In 2022, the Company approved a business restructuring plan which included actions to reduce its global cost structure in response to economic conditions, including softening demand in Europe and lower than expected demand recovery in China. In connection with approval of this restructuring program, the Company recorded a pretax restructuring charge of $33 million.

Impairment and other related charges, net

~~During~~In ~~2024~~2025, the Company ~~received~~recognized ~~written~~pretax ~~approval~~net ~~from~~impairment ~~Russian~~and ~~regulatory~~other ~~authorities~~related charges of a$24 million ~~definitive~~related ~~agreement~~ to ~~sell the Company’s remaining Russian business. As~~ a ~~result,~~consolidated ~~the~~joint ~~Company~~venture ~~classified~~in the ~~business~~Performance asCoatings ~~held~~segment. The ~~for~~charges ~~sale~~primarily asrepresented ofthe ~~December 31, 2024 and recognized an~~ impairment ~~charge~~ of ~~$146~~definite-lived ~~million,~~identified ~~primarily~~intangible ~~related to accumulated foreign currency translation losses~~assets.

~~During~~In ~~2023~~2024, asthe aCompany ~~result~~received ofwritten ~~its~~approval ~~annual~~from ~~impairment~~Russian ~~testing~~regulatory ~~performed~~authorities inof ~~the~~a ~~fourth~~definitive ~~quarter,~~agreement to sell the Company’s ~~recorded~~remaining ~~Impairment~~Russian ~~and~~business. ~~other~~As ~~related~~a ~~charges~~result, ~~net~~the ofCompany ~~$158~~classified ~~million due to~~ the ~~goodwill~~business ~~impairment~~as ~~recognized~~held for ~~the~~sale ~~traffic~~as ~~solutions~~of ~~reporting~~December ~~unit~~31, 2024 and recognized an impairment charge of $2146 million, toprimarily ~~reduce~~related ~~the~~to ~~carrying~~accumulated ~~value~~foreign ofcurrency ~~certain~~translation ~~indefinite-lived trademarks~~losses.

~~During~~Refer ~~2022,~~to ~~the~~Note ~~Company~~7 ~~recorded~~ ”Impairment and ~~other~~Other ~~related~~Related ~~charges~~Charges, ~~net~~Net” ofin ~~$231~~Item ~~million~~8 ~~primarily related to the wind down~~ of ~~the~~this ~~Company’s~~Form ~~operations~~10-K infor ~~Russia.~~additional information.

~~Refer to Note 6, “Goodwill and~~ Other ~~Identifiable Intangible Assets” and Note 7 ”Impairment and Other Related Charges~~charges/(income), ~~Net” in Item 8 of this Form 10-K for additional information.~~net

~~Pension~~Other ~~settlement~~charges/(income), net was higher in 2025 compared to 2024 primarily due to a net charge related to the anticipated resolution of an outstanding tax matter that includes both income taxes and non-income taxes and the absence of a gain recognized in 2024 on the divestiture of the silicas products business. Refer to Note 18, “Other Charges/(Income), Net” in Item 8 of this Form 10-K for additional information.

2024 PPG ANNUAL REPORT AND FORM 10-K 21

Other (income)/charges, net

Other (income)/charges, net was higher in 2024 compared to 2023 primarily due to a gain recognized on the divestiture of the silicas products business, partially offset by the recognition of accumulated foreign currency translation losses related to the Company’s exit of its Argentina operations. Refer to Note 18, “Other (Income)/Charges, Net” in Item 8 of this Form 10-K for additional information.

Other (income)/charges, net was lower in 2023 compared to 2022 due to an increase in the non-service cost components of pension and other postretirement benefit expense, an increase in environmental remediation costs and foreign currency losses recognized in Argentina related to a central bank adjustment to official foreign currency rates.

Effective tax rate and earnings per diluted share, continuing operations

% Change

~~% Change~~

($ in millions, except percentages)

~~2024~~2025

~~2023~~2024

~~2022~~2025 vs. 2024

~~2024 vs. 2023~~

~~2023 vs. 2022~~

Income tax expense

$~~475~~458

$~~428~~475

~~$320~~(3.6)%

~~11.0%~~

~~33.8%~~

Effective tax rate

2522.64

25.36

23(3.62)%

~~0.3%~~

~~1.7%~~

Adjusted effective tax rate, continuing operations*

2223.95

22.29

220.16%

~~0.7%~~

~~0.1%~~

Earnings per diluted share, continuing operations

$56.7292

$5.1672

$421.240%

~~10.9%~~

~~21.7%~~

Adjusted earnings per diluted share, continuing operations*

$7.8758

$7.4287

$5(3.847)%

~~6.1%~~

~~27.1%~~

*See the Regulation G reconciliations - results of operations

The effective tax rate on continuing operations for the year ended December 31, ~~2024~~2025 was 2522.64%, ana ~~increase~~decrease of 0.3.2% compared to the prior year., ~~The~~primarily ~~adjusted~~due ~~effective~~to ~~tax~~the ~~rate~~absence ~~was~~of ~~22.9%~~the 2024 impairment charge, which ~~was~~had ~~higher~~no ~~than~~associated income tax benefit, and a reduction in the ~~prior~~provision ~~year~~for uncertain tax positions. The adjusted effective tax rate inwas ~~part~~23.5%, ~~due~~which towas ~~the~~slightly ~~adverse~~higher ~~impact~~than of the ~~Pillar~~prior 2year ~~global~~adjusted ~~minimum~~effective tax rate.

~~The~~Earnings ~~effective~~per ~~tax~~diluted ~~rate~~share onfrom continuing operations for the year ended December 31, ~~2023~~2025 ~~was~~increased ~~25.3%,~~year anover ~~increase~~year ofprimarily ~~1.7%~~due ~~compared~~ to ~~the~~lower ~~prior~~business ~~year~~restructuring ~~due~~and inimpairment ~~part~~and toother ~~the~~related ~~goodwill~~charges, ~~impairment~~higher ~~charge~~selling prices, ~~for~~improved ~~which~~manufacturing ~~there~~productivity, ~~was~~restructuring nosavings ~~tax~~and ~~benefit.~~the ~~The~~lower ~~adjusted~~ effective tax rate, ~~for~~partially ~~the~~offset ~~year~~by ~~ended~~the ~~December~~unfavorable ~~31,~~impact ~~2023~~of ~~was~~sales ~~22.2%,~~mix anand ~~increase~~overhead ofand ~~0.1%~~other ~~compared~~cost ~~to the prior year~~inflation.

~~Earnings~~Adjusted earnings per diluted share from continuing operations for the year ended December 31, ~~2024~~2025 ~~increased~~decreased year over year ~~primarily~~ due to ~~lower~~the ~~overhead~~unfavorable ~~costs,~~impact ~~restructuring~~of ~~cost~~sales ~~savings~~mix and ~~moderating~~overhead ~~raw~~and ~~material~~other ~~costs~~cost inflation, partially offset by ~~lower~~higher ~~sales volumes. Earnings per diluted share from continuing operations for the year ended December 31, 2023 increased year over year primarily due to increased~~ selling prices, ~~moderating~~increased ~~raw~~manufacturing ~~material~~productivity ~~cost inflation~~ and ~~favorable~~restructuring ~~foreign currency translation impact, partially offset by lower sales volumes~~savings. ~~Refer to the Regulation G Reconciliations - Results from Operations for additional information.~~

Refer to the Regulation G Reconciliations - Results from Operations for additional information.

Review and Outlook

During ~~2024~~2025, PPG demonstrated resilience in a challenging ~~industrial~~ macroeconomic environment by growing ~~adjusted~~both ~~EPS,~~selling ~~improving~~prices ~~aggregate~~and ~~segment~~sales ~~margins~~volumes and generating $1.49 billion in operating cash flow. Net sales were $15.89 billion, asimilar ~~decrease~~to ~~of 2% over~~ the prior year. Results were supported by the breadth and diversity of the business portfolio, as the Company benefited from higher prices and sales volumes in several businesses ~~which~~and ~~was~~favorable ~~more~~foreign ~~than~~currency translation, which was offset by ~~unfavorable~~the ~~foreign~~impact ~~currency~~of ~~translation,~~ divestitures ~~and~~completed ~~lower~~in ~~sales volumes~~2024. Net sales, excluding the impact of currency, acquisitions and divestitures ("organic sales") ~~decreased~~increased 12% during the year with continued strong growth in our aerospace coatings business, ~~which~~and ~~was~~share ~~more~~gains ~~than offset by declines~~ in both the ~~industrial~~packaging coatings business and ~~automotive~~the ~~OEM~~protective ~~coatings~~and ~~businesses.~~marine ~~On a regional basis~~business, ~~sales~~which ~~volumes~~ were ~~modestly~~partially ~~higher~~offset by declines in the ~~Asia~~automotive ~~Pacific~~refinish ~~and Latin America regions. Earnings per diluted share from continuing operations was $5.72~~coatings, ~~compared~~industrial tocoatings ~~$5.16~~and inarchitectural ~~the~~coatings ~~prior~~EMEA ~~year~~businesses. ~~Adjusted~~Earnings ~~earnings~~ per diluted share was $7.87, up 6% compared to $7.42 in 2023. Combined, segment income increased by 2%. Aggregate segment margins were 70 basis points higher than the prior year, driven by sales of our technology-advantaged products and strong brands.

~~Demand~~2025 ~~for~~ PPG ~~products~~ANNUAL ~~was~~REPORT ~~mixed~~AND byFORM ~~end~~10-use market and geographic region during 2024. Demand for aerospace coatings, which was impacted by mobility restrictions in 2020 and 2021, continues to recover. Global automotive OEM manufacturers’ production decreased by about 1% versus 2023 due to lower demand and extended maintenance periods in the U.S. and Europe. Despite the lower demand, PPG outperformed the market in both Latin America and Asia Pacific. In the U.S. and Canada, demand was strong for aerospace coatings, packaging coatings and traffic solutions but declined for most other businesses. In Latin America, demand was solid throughout the year with steady demand for architectural products and growth in automotive OEM products and packaging coatings. The PPG Comex business made strong contributions, supported by a focus on its omnichannel sales approach. Demand was soft in Europe with the largest impact on the automotive OEM coatings business and the architectural coatings business. In Asia, demand was strong K 21

share from continuing operations was $6.92, compared to $5.72 in the prior year. Adjusted earnings per diluted share was $7.58, a decrease of 4% compared to $7.87 in 2024. ~~PPG~~Total ~~ANNUAL~~segment ~~REPORT~~income ~~AND~~decreased ~~FORM~~by 103%. Aggregate segment margins were 60 basis points lower than the prior year, driven by a decline in industry project-~~K 22~~related spending on architectural coatings in Mexico in the first half of 2025 and a decline in automotive refinish coatings sales volumes in the second half of the year.

~~with~~Demand ~~sales~~for ~~volume~~PPG ~~growth~~products inwas mixed by end-use market and geographic region during 2025. Demand for aerospace coatings, and protective and marine coatings, was strong with double-digit percentage organic sales growth year over year. Automotive refinish coatings demand was impacted by lower collision claims in the U.S. which drove volume declines in the second half of 2025. Global automotive OEM ~~coatings,~~manufacturers’ ~~industrial~~production ~~coatings~~increased by about 4% versus 2024 with higher demand in the Asia-Pacific and ~~packaging~~Latin ~~coatings~~America regions more than offsetting lower demand in the United States and Europe. PPG outperformed the market in the third and fourth quarters of 2025 driven by share gains.

WeOn ~~anticipate~~ a ~~slow~~regional ~~start~~basis, tosales ~~2025~~volume asincreases ~~demand~~ in ~~Europe~~the ~~and~~United inStates ~~global~~and ~~industrial~~Canada, ~~end~~Asia-~~use~~Pacific ~~markets~~and ~~remains~~Latin ~~challenged.~~America ~~Despite~~regions ~~the~~were ~~macroeconomic~~partially ~~environment,~~offset weby ~~expect~~decreases toin ~~deliver~~Europe. ~~organic~~In ~~sales~~the ~~growth~~U.S. ofand aCanada, ~~low~~demand ~~single-digit~~was ~~percentage~~strong for ~~the~~aerospace ~~year.~~coatings, Weprotective ~~anticipate~~and ~~demand~~marine ~~growth in China~~coatings, ~~India~~packaging coatings and ~~Mexico,~~traffic ~~continued~~solutions ~~strength~~but indeclined ~~aerospace~~for ~~coatings~~most asother ~~well~~businesses. asIn ~~protective~~Asia, ~~and~~demand ~~marine~~was ~~coatings~~strong ~~and~~with ~~expect~~sales volume growth in protective and marine coatings, automotive ~~refinish~~OEM coatings, ~~above~~and ~~industry~~packaging ~~rates~~coatings. In ~~Gaining~~Latin ~~momentum~~America, indemand ~~infrastructure~~was ~~spending~~negatively ~~should~~impacted ~~aid~~in the ~~traffic~~first ~~solutions~~half ~~business~~of inthe ~~2025.~~year ~~Global~~as ~~industrial~~project-related ~~production~~spending iswas ~~expected~~paused due to betariff auncertainties. ~~headwind~~However, ~~and~~demand ~~remain~~for atarchitectural aretail ~~low~~sales ~~level~~was instrong within the ~~first~~region, ~~quarter~~and ~~with~~the ~~improvement~~Company delivered growth in ~~the~~automotive ~~Asia~~OEM ~~Pacific~~products and ~~Latin~~packaging ~~America~~coatings. ~~regions~~Demand ~~offset~~was bysoft ~~sluggishness~~ in Europe ~~and~~with in the ~~U.S.~~largest Inimpact ~~general,~~on ~~most~~the ~~end-use~~automotive ~~markets~~OEM docoatings ~~not~~business ~~have significant excess inventories,~~ and ~~any~~the ~~demand~~architectural ~~improvement~~coatings ~~should lead to a faster ramp-up of sales volumes~~business.

In 2026, we anticipate demand in Europe and in global industrial end-use markets to remain challenged. Despite the macroeconomic environment, we expect growth will be driven by aerospace coatings and architectural coatings in Mexico as well as share gains in our Industrial Coatings segment, resulting in organic sales growth in the range of flat to a positive low single-digit percentage. This reflects the strength of our focused organization and our sharpened portfolio of technology-advantaged products and services.

Significant other factors

During the year, PPG ~~successfully~~made ~~executed~~significant ~~various~~progress ~~strategic initiatives~~ to ~~strengthen~~reduce ~~the~~costs ~~company.~~and Inimprove ~~December,~~ the ~~Company~~profitability ~~completed the divestitures~~ of ~~both~~ the ~~silicas~~overall ~~products~~ business ~~and~~portfolio through the ~~architectural~~global ~~coatings~~restructuring Uprograms.S. ~~and~~In ~~Canada~~October ~~business. These divestitures improve our financial profile~~2024, ~~including~~the ~~higher~~Company ~~operating~~approved ~~margins,~~a ~~and~~comprehensive ~~result~~cost inreduction aprogram ~~more~~with ~~focused~~anticipated ~~organization~~annualized ~~which~~pre-tax ~~positions~~savings ~~the~~of ~~Company~~approximately to$175 ~~deliver~~million ~~sustainable~~once ~~organic~~fully ~~growth~~implemented. InTotal ~~conjunction~~restructuring ~~with~~savings ~~the~~were ~~divestiture~~approximately of$75 ~~U.S.~~million ~~and~~in ~~Canada~~2025 ~~architectural~~and ~~coatings~~the ~~business,~~Company ~~PPG~~expects ~~entered~~approximately ~~into~~$50 amillion ~~supply~~in ~~agreement~~incremental ~~with~~savings ~~the~~in ~~divested~~2026. ~~business~~The tomulti-year ~~sell~~program ~~certain~~is ~~products,~~focused ~~which~~on ~~will~~reducing bestructural ~~recognized~~costs asprimarily ~~Net~~in ~~sales~~Europe and in ~~the~~certain ~~refinish~~other ~~coatings~~global businesses, ~~industrial~~along ~~coatings~~with ~~and~~other ~~protective~~corporate ~~and~~costs ~~marine~~following ~~coatings~~the ~~businesses~~divestitures ~~going~~of ~~forward. However,~~ PPG’s ~~has~~silicas ~~entered~~products ~~into~~business ~~transition~~and ~~services~~the ~~agreements~~architectural tocoatings ~~provide~~business ~~administrative~~in ~~services~~the ~~subsequent~~U.S. toand ~~the sale~~Canada. The ~~fees~~Company ~~for~~will ~~services~~continue ~~rendered~~to ~~under~~monitor ~~the~~and ~~transition~~manage ~~services~~its ~~agreements~~cost ~~are~~structure ~~expected~~ to ~~offset~~ensure ~~the~~alignment ~~cost~~with ofthe ~~providing~~overall ~~the~~demand ~~services~~environment.

~~PPG~~Raw ~~made~~materials ~~significant~~are ~~progress to reduce costs and improve~~ the profitability of the overall business portfolio through the global restructuring programs that were announced in 2022 and 2023. Total restructuring savings were approximately $40 million in 2024. In October 2024, the Company’s ~~approved~~most asignificant ~~comprehensive~~input cost. ~~reduction~~PPG ~~program~~experiences ~~with~~fluctuating ~~anticipated~~energy ~~annualized~~and ~~pre-tax~~raw ~~savings~~material ofcosts ~~approximately~~driven ~~$175~~by ~~million~~various ~~once fully implemented~~factors, including ~~savings~~changes ~~of $60 million~~ in ~~2025.~~supplier ~~The~~feedstock ~~multi-year program is focused on reducing structural~~ costs ~~primarily in Europe~~ and ininventories, ~~certain~~global ~~other~~industry ~~global~~activity ~~businesses~~levels, ~~along~~foreign ~~with~~currency ~~other~~exchange ~~corporate~~rates, ~~costs~~tariffs ~~following the divestitures of PPG’s silicas products business~~ and ~~the~~global ~~architectural~~supply ~~coatings business in the U.S.~~ and ~~Canada. The Company will continue to monitor and manage its cost structure to ensure alignment with the overall~~ demand ~~environment~~factors.

~~Raw~~In ~~materials~~2025, ~~are~~ the Company’s ~~most~~incurred ~~significant~~wage ~~input~~inflation, ~~cost~~which adversely impacted operating costs compared to 2024. ~~PPG~~There ~~experiences~~was ~~fluctuating~~an ~~energy~~ample supply of commodity-related raw materials in all regions, and raw material inflation had a negligible impact on our operating costs ~~driven~~for by2025 ~~various~~versus ~~factors~~2024. PPG did not experience a significant decrease in customer demand, ~~including~~significant ~~changes~~increase in ~~supplier~~raw ~~feedstock~~material costs, or other significant adverse impacts related to tariffs during 2025. The Company continues to monitor overall economic demand and ~~inventories,~~customer ~~global~~order ~~industry~~patterns ~~activity~~and ~~levels,~~is ~~foreign~~prepared ~~currency~~to ~~exchange~~take ~~rates~~actions intended to mitigate adverse impacts, ~~and~~as ~~global~~necessary, through supply chain contingency plans, pricing actions, and/or ~~demand~~cost ~~factors~~reduction actions. In 2026, we anticipate that raw material costs will remain relatively flat compared to 2025. Additionally, we expect manufacturing efficiencies to improve as the year progresses.

InWe ~~2024,~~achieved ~~the~~selling ~~company~~price ~~incurred~~improvement ~~wage~~across ~~inflation,~~several ~~which~~businesses ~~adversely~~in ~~impacted~~2025 ~~operating~~stemming ~~costs~~from ~~compared~~our ~~to 2023. There was an ample supply of commodity~~technology-~~related~~advantaged ~~raw~~products ~~materials~~and ~~in all regions~~solutions, ~~and~~partially ~~raw~~offset ~~material~~by ~~costs~~lower ~~were~~selling aprices ~~favorable~~in ~~impact~~the toIndustrial ~~our~~Coatings ~~operating~~segment ~~costs~~from ~~for~~certain ~~2024~~index-based ~~versus~~customer ~~2023~~contracts. InThe ~~2025,~~Company wewill ~~anticipate~~carefully ~~that~~monitor ~~increased~~all ~~raw~~costs ~~material~~during ~~costs~~2026 and ~~enacted~~assess ~~tariffs~~the ~~will~~need ~~result~~for inadditional ~~low~~selling ~~single-digit~~price ~~percentage inflation~~increases. ~~Additionally, we expect manufacturing efficiencies to improve as the year progresses.~~

WeIn ~~achieved~~2025, ~~selling~~the ~~price~~U.S. ~~improvement~~dollar ~~across~~strengthened ~~several~~against ~~businesses~~certain currencies in ~~2024~~the ~~stemming~~countries ~~from~~where ~~our~~PPG ~~advantaged~~operates ~~products~~during ~~and~~the ~~solutions.~~first ~~The~~half ~~Company~~of ~~will~~2025, ~~carefully~~but ~~monitor~~weakened ~~all~~in ~~costs~~the ~~during~~second ~~2025~~half ~~and~~of ~~assess~~the year, resulting in a net unfavorable impact to net income from continuing operations in the ~~need~~first ~~for~~half ~~additional~~of ~~selling~~the ~~price~~year ~~increases~~partially offset by a net favorable impact in the second half of the year. Based on recent exchange rates, we expect that foreign currency exchange rates will have a slightly favorable impact on net income

In2025 ~~2024, foreign currency exchange rates were volatile, with the U.S. dollar strengthening in the second half of the year against certain currencies in the countries within the regions where~~ PPG ~~operates,~~ANNUAL ~~resulting~~REPORT inAND aFORM net unfavorable impact to net income from continuing operations of approximately $20 million. We expect that foreign currency exchange rates will have a net unfavorable impact on net income from continuing operations in 2025; however, the Company generally purchases raw materials, incurs manufacturing costs and sells finished goods in the same currency, which reduces foreign currency transaction10-~~related impacts to net income.~~K 22

~~The 2025 effective tax rate~~ from continuing operations ~~is expected to be~~ in ~~the~~2026; ~~range of 23% to 25%~~however, ~~varying by quarter. This range is~~ the Company’s ~~best~~generally ~~estimate~~purchases ~~and~~raw ~~represents~~materials, anincurs ~~increase~~manufacturing ~~compared~~costs toand ~~the~~sells ~~2024~~finished ~~adjusted~~goods ~~effective tax rate driven by higher rates~~ in ~~certain countries, including~~ the ~~impact~~same ofcurrency, ~~recent~~which ~~global~~reduces ~~minimum~~foreign ~~tax~~currency ~~standards,~~transaction-related ~~and~~impacts ~~the~~to ~~geographic~~net ~~mix of earnings~~income.

~~Over~~The ~~the~~2026 ~~past~~effective ~~four~~tax ~~years,~~rate ~~the~~from ~~Company~~continuing ~~used~~operations ~~nearly~~is ~~$1.3~~expected ~~billion of cash~~ to ~~repurchase~~be ~~approximately~~in ~~nine~~the ~~million~~range ~~shares~~ of ~~PPG~~24% ~~stock, including using $752 million~~ to ~~repurchase~~25%, ~~shares~~varying ofby ~~PPG stock during 2024~~quarter. ~~The~~This ~~Company~~range ~~ended~~is the ~~year~~Company’s ~~with~~best ~~approximately~~estimate ~~$2.8~~and ~~billion~~represents ~~remaining~~an ~~under~~increase ~~its~~compared ~~current~~to ~~share repurchase authorization. During 2024,~~ the ~~Company~~2025 ~~deployed~~adjusted ~~$721~~effective ~~million~~tax ~~for~~rate ~~capital~~driven ~~expenditures,~~by ~~$622~~higher ~~million~~rates ~~for~~in ~~dividends~~certain ~~and $31 million for acquisitions. In 2024~~countries, ~~PPG~~including ~~marked~~ the ~~53rd~~impact ~~annual~~of ~~per~~global ~~share~~minimum ~~dividend~~tax ~~increase~~standards, and the ~~125th~~geographic ~~successive~~mix ~~year~~ of ~~annual dividend payments~~earnings.

~~2024~~Over the past three years, the Company used nearly $1.6 billion of cash to repurchase approximately 12 million shares of PPG ~~ANNUAL~~stock, ~~REPORT~~including ~~AND~~using ~~FORM~~$790 ~~10-K 23~~million to repurchase shares of PPG stock during 2025. The Company ended the year with approximately $2.0 billion remaining under its current share repurchase authorization. During 2025, the Company deployed $778 million for capital expenditures and $628 million for dividends. In 2025, PPG marked the 54th annual per share dividend increase and the 126th successive year of annual dividend payments.

PPG ended ~~2024~~2025 with approximately $12.42 billion in cash and short-term investments. The Company expects strong cash generation in ~~2025~~2026.

Regulation G Reconciliations - Results from Operations

PPG believes investors’ understanding of the Company’s performance is enhanced by the disclosure of net income from continuing operations, earnings per diluted share from continuing operations, and PPG’s effective tax rate adjusted for certain items, and segment income ~~adjusted~~before ~~for~~interest, ~~certain~~taxes, ~~items~~depreciation and amortization. PPG’s management considers this information useful in providing insight into the Company’s ongoing performance because it excludes the impact of items that cannot reasonably be expected to recur on a quarterly basis or that are not attributable to our primary operations. Net income from continuing operations, earnings per diluted share from continuing operations, the effective tax rate and segment income adjusted for these items are not recognized financial measures determined in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) and should not be considered a substitute for net income from continuing operations, earnings per diluted share from continuing operations, the effective tax rate, segment income or other financial measures as computed in accordance with U.S. GAAP. In addition, adjusted net income, adjusted earnings per diluted share and the adjusted effective tax rate may not be comparable to similarly titled measures as reported by other companies.

Income before income taxes from continuing operations is reconciled to adjusted income before income taxes from continuing operations, the effective tax rate from continuing operations is reconciled to the adjusted effective tax rate from continuing operations and net income from continuing operations (attributable to PPG) and earnings per share – assuming dilution (attributable to PPG) are reconciled to adjusted net income from continuing operations (attributable to PPG) and adjusted earnings per share – assuming dilution below.

($ in millions, except percentages and per share amounts)	Income Before Income Taxes	Income Tax Expense	Effective Tax Rate		Net Income (attributable to PPG)	Earnings per Diluted Share(1)
Year-ended December 31, 2024
Year-ended December 31, 2025
As reported, continuing operations	$12,~~852~~045	$~~475~~458	2522.64	%	$1,~~344~~571	$56.7292
Includes:
Acquisition-related amortization expense	~~132~~125	3231	24.24	%	~~100~~94	0.4241
Business restructuring-related costs, net(2)	~~377~~54	5314	1425.19	%	~~324~~40	10.3918
Portfolio optimization(3)	591	~~(6)~~3	~~(10.2~~N/A	%)	65(2)	(0.2801)
Legacy environmental remediation charges(4)	24	6	25.0	%	18	0.07
Income from legal settlement(4)	(12)	(3)	24.3	%	(9)	(0.04)
Insurance recoveries(7)	(4)	(1)	25.0	%	(3)	(0.01)
Resolution of tax matter(5)	41	27	67.4	%	14	0.06
Adjusted, continuing operations, excluding certain items	$2,440	$559	22.9	%	$1,848	$7.87
Legacy environmental remediation charges(6)	16	4	24.3	%	12	0.05
Insurance recoveries(7)	(6)	(2)	24.3	%	(4)	(0.02)
Impairment and other related charges, net(8)	24	6	24.3	%	6	0.03
Adjusted, continuing operations, excluding certain items	$2,288	$538	23.5	%	$1,722	$7.58

($ in millions, except percentages and per share amounts)	Income Before Income Taxes	Income Tax Expense	Effective Tax Rate		Net Income (attributable to PPG)	Earnings per Diluted Share(1)
Year-ended December 31, 2023
As reported, continuing operations	$1,690	$428	25.3	%	$1,223	$5.16
Includes:
Acquisition-related amortization expense	154	39	25.3	%	115	0.48
Business restructuring-related costs, net(2)	41	8	19.5	%	33	0.14
Portfolio optimization(3)	53	(7)	(13.2	%)	58	0.24
Legacy environmental remediation charges(4)	24	7	29.2	%	17	0.07
Impairment and other related charges, net(5)	160	—	—	%	160	0.67
Argentina currency devaluation losses(6)	20	(4)	(20.0	%)	24	0.10
Insurance recoveries(7)	(16)	(4)	25.0	%	(12)	(0.05)
Pension settlement charge(8)	190	46	24.2	%	144	0.61
Adjusted, continuing operations, excluding certain items	$2,316	$513	22.2	%	$1,762	$7.42

2025 PPG ANNUAL REPORT AND FORM 10-K 23

2024 PPG ANNUAL REPORT AND FORM 10-K 24


($ in millions, except percentages and per share amounts)	Income Before Income Taxes	Income Tax Expense	Effective Tax Rate		Net Income (attributable to PPG)	Earnings per Diluted Share(1)
Year-ended December 31, 2024
As reported, continuing operations	$1,852	$475	25.6	%	$1,344	$5.72
Includes:
Acquisition-related amortization expense	132	32	24.2	%	100	0.42
Business restructuring-related costs, net(2)	377	53	14.1	%	324	1.39
Portfolio optimization(3)	59	(6)	(10.2	%)	65	0.28
Legacy environmental remediation charges(6)	24	6	25.0	%	18	0.07
Insurance recoveries(7)	(4)	(1)	25.0	%	(3)	(0.01)
Adjusted, continuing operations, excluding certain items	$2,440	$559	22.9	%	$1,848	$7.87

($ in millions, except percentages and per share amounts)	Income Before Income Taxes	Income Tax Expense	Effective Tax Rate		Net Income (attributable to PPG)	Earnings per Diluted Share(1)
Year-ended December 31, 2022
As reported, continuing operations	$1,355	$320	23.6	%	$1,007	$4.24
Includes:
Acquisition-related amortization expense	145	35	24.1	%	110	0.46
Business restructuring-related costs, net(2)	72	18	25.3	%	54	0.23
Portfolio optimization(3)	10	(2)	(20.0	%)	12	0.05
Impairment and other related charges, net(5)	231	29	12.7	%	202	0.86
Adjusted, continuing operations, excluding certain items	$1,813	$400	22.1	%	$1,385	$5.84

(1)Earnings per diluted share is calculated based on unrounded numbers. Figures in the table may not recalculate due to rounding.

(2)Business restructuring-related costs, net include business restructuring charges, offset by releases related to previously approved programs, which are included in Business restructuring, net on the consolidated statement of income, accelerated depreciation of certain assets, which is included in Depreciation on the consolidated statement of income, and other restructuring-related costs, which are included in Cost of sales, exclusive of depreciation and amortization, ~~and~~ Selling, general and administrative and Other charges/(income), net on the consolidated statement of income. Business restructuring-related costs, net also includes the fourth quarter 2024 recognition of accumulated foreign currency translation losses of $110 million related to the ~~Company~~company's exit of its Argentina operations in connection with a restructuring program, which are included in Other (income)/charges, net inon the consolidated statement of income. No tax benefit was recorded on the fourth quarter 2024 recognition of the accumulated foreign currency translation losses.

(3)Portfolio optimization includes gains and losses related to the sale of certain assets, which are included in Other charges/(income)~~/charges~~, net on the consolidated statement of income, including the gain of $129 million on the sale of the ~~Company~~company's silicas products business in the fourth quarter 2024, and the ~~losses~~loss on the ~~sales~~sale of the ~~Company~~company's traffic solutions business in Argentina in the second quarter 2024~~, the Company's European and Australian Traffic Solutions businesses in the fourth quarter 2023 and the Company's legacy industrial Russian operations in the third quarter 2023~~. Portfolio optimization includes advisory, legal, accounting, valuation, other professional or consulting fees and certain internal costs directly incurred to effect acquisitions, as well as similar fees and other costs to effect divestitures and other portfolio optimization exit actions. These costs are included in Selling, general and administrative expense on the consolidated statement of income. Portfolio optimization also includes an impairment charge of $146 million recognized during the fourth quarter 2024 when the ~~Company~~company's remaining operations in Russia were classified as held for sale, which is included in Impairment and other related charges, net on the consolidated statement of income. No tax benefit was recorded on the fourth quarter 2024 impairment charge.

(4)~~Legacy~~In ~~environmental~~the ~~remediation~~fourth ~~charges~~quarter ~~represent~~2025, ~~environmental~~the ~~remediation~~Company ~~costs~~settled ata ~~certain~~legal ~~non-operating~~matter ~~PPG~~related ~~manufacturing~~to ~~sites~~a legacy business that it no longer operates. The ~~These~~related ~~charges~~gain ~~are~~is included in Other charges/(income)~~/charges~~, net inon the consolidated statement of income.

(5)In the fourth quarter ~~2023~~2025, the Company recorded ~~impairment~~a ~~and~~net ~~other~~charge related ~~charges due~~ to ~~a non-cash goodwill impairment recognized for~~ the ~~Traffic~~anticipated ~~Solutions~~resolution ~~reporting unit as a result~~ of ~~its~~an ~~annual~~outstanding ~~goodwill~~tax ~~impairment test~~matter. The ~~fair~~Company ~~value~~expects ofto ~~the~~pay ~~Traffic~~incremental ~~Solutions~~income ~~reporting~~taxes ~~unit~~and ~~decreased~~non-income ~~primarily~~taxes ~~due to increases~~ in the ~~cost~~impacted oftaxing ~~capital~~jurisdiction ~~(discount~~related ~~rate~~to ~~assumption)~~the ~~and~~matter. The ~~declines~~portion inof the ~~reporting~~charge ~~unit’s~~related ~~long~~to non-~~term~~income ~~forecast~~taxes ~~driven~~is byincluded ~~challenges at its operations~~ in ~~Argentina~~Other ~~due~~charges/(income), tonet on the ~~highly~~consolidated ~~inflationary~~statement ~~environment~~of ~~and~~income. In ~~changes~~connection towith ~~the~~this ~~reporting unit’s global footprint~~matter, ~~including~~ the ~~fourth~~Company ~~quarter~~reduced ~~2023 divestiture of~~ its ~~European~~provision ~~and~~for ~~Australian~~uncertain ~~businesses.~~tax ~~In 2022~~positions, the ~~Company~~impact ~~recorded~~of ~~impairment~~which ~~and~~is ~~other~~included ~~related~~in ~~charges~~income ~~due~~tax toexpense on the ~~wind~~consolidated ~~down~~statement of ~~the Company’s operations in Russia~~income.

(6)InLegacy ~~December~~environmental ~~2023,~~remediation ~~the~~charges ~~central~~represent ~~bank~~environmental ofremediation ~~Argentina~~costs ~~adjusted~~at ~~the~~certain ~~official~~non-operating ~~foreign~~PPG ~~currency~~manufacturing ~~exchange rate for the Argentine peso, significantly devaluing the currency relative to the United States dollar~~sites. ~~Argentina~~These ~~currency~~charges ~~devaluation~~are ~~losses represent foreign currency translation losses recognized during December 2023 related to the devaluation of the Argentine peso, which is~~ included in Other charges/(income), net on the consolidated statement of income.

(7)In the ~~fourth~~first quarter ~~2024 and the fourth quarter 2023~~2025, the Company received reimbursement under its insurance policies for ~~previously~~damages ~~approved~~incurred ~~insurance~~at ~~claims~~a ~~under~~southern ~~policies~~U.S. ~~covering~~factory ~~legacy~~from ~~asbestos-related~~a ~~matters~~winter storm in 2021. In the ~~first~~fourth quarter ~~2023~~2024, the ~~Company~~company received reimbursement ~~under its insurance policies~~ for ~~damages~~previously ~~incurred~~approved atinsurance aclaims ~~southern~~under ~~U.S.~~policies ~~factory~~covering ~~from~~legacy aasbestos-related ~~winter storm in 2020~~matters. These insurance recoveries are included in Other charges/(income), net on the consolidated statement of income.

(8)In the ~~first~~third quarter ~~2023~~2025, ~~PPG~~the ~~purchased~~Company ~~group~~recorded ~~annuity~~net ~~contracts~~impairment ~~that~~and ~~transferred~~other ~~pension~~related ~~benefit~~charges ~~obligations~~related ~~for~~to ~~certain~~a ofconsolidated ~~the~~joint ~~Company’s~~venture ~~retirees~~ in the ~~U.S.~~Performance toCoatings ~~third-party~~segment, ~~insurance~~which ~~companies,~~are ~~resulting~~included in aImpairment ~~non-cash~~and ~~pension~~other ~~settlement~~related ~~charge~~charges, net on the consolidated statement of income.

Performance of Reportable Business Segments

Global Architectural Coatings

$ Change

~~$ Change~~

% Change

~~% Change~~

($ in millions, except percentages)

~~2024~~2025

~~2023~~2024

~~2022~~

2025 vs. 2024

~~2024 vs. 2023~~

~~2023~~2025 vs. ~~2022~~2024

~~2024 vs. 2023~~

~~2023 vs. 2022~~

Net sales

$3,~~921~~838

$43,~~021~~921

~~$3,852~~

($83)

~~($100)~~

~~$169~~(2.1)%

~~(2.5)%~~

~~4.4%~~

Segment income

$~~678~~599

$~~673~~678

~~$558~~

($79)

~~$115~~(11.7)%

~~0.7%~~

~~20.6%~~

Depreciation and amortization expense

$~~104~~109

$~~101~~104

~~$102~~

~~($1)~~4.8%

~~3.0%~~

~~(1.0)%~~

Segment income before interest, taxes, depreciation and amortization (EBITDA)

$~~782~~708

$~~774~~782

~~$660~~

($74)

~~$114~~(9.5)%

~~1.0%~~

~~17.3%~~

2024 PPG ANNUAL REPORT AND FORM 10-K 25

2024 vs. 2023

Global Architectural Coatings net sales decreased due to the following:

● Divestitures (-3%)

● Lower sales volumes (-2%)

● Foreign currency translation (-1%)

Partially offset by:

● Higher selling prices (+12%)

~~The~~● ~~Global~~Favorable ~~Architectural~~foreign ~~Coatings~~currency ~~segment,~~translation ~~which was previously reported as part of the Performance Coatings segment, is comprised of architectural coatings Europe, Middle East and Africa~~ (~~EMEA~~+1%) ~~and architectural coatings Latin America and Asia Pacific. Net sales decreased during 2024, primarily driven by lower sales volumes.~~

~~Architectural~~2025 ~~coatings~~PPG ~~EMEA~~ANNUAL ~~organic~~REPORT ~~sales~~AND ~~decreased~~FORM ~~by a low single~~10-digit percentage year over year due to lower sales volumes partially offset by higher selling prices. Consumer confidence remained weak, and regional demand was uneven by country. Demand declined in all sub-regions in the fourth quarter; however, sales were higher for the full year in eastern and central Europe.K 24

Architectural coatings ~~Latin~~EMEA ~~America~~organic ~~and~~sales ~~Asia~~decreased ~~Pacific~~by ~~organic~~a ~~sales~~low ~~were~~single-digit ~~flat~~percentage ~~during~~year ~~the~~over year ~~primarily~~ due to lower sales volumes partially offset by higher selling prices. InOverall ~~Mexico,~~demand for architectural coatings ~~organic~~in ~~sales~~Europe ~~increased~~was ~~compared~~lower toand ~~the~~mixed ~~prior~~by ~~year, as concessionaire network demand continued to be strong throughout 2024~~country.

~~Segment~~Architectural ~~income~~coatings Latin America and Asia Pacific organic sales increased $5by ~~million~~a ~~year~~low ~~over~~single-digit percentage during the year primarily due to higher selling prices ~~and~~partially ~~moderating~~offset ~~raw~~by ~~material~~lower ~~costs~~sales volumes. In Mexico, ~~partially~~retail ~~offset~~demand byfor ~~wage~~architectural coatings was solid and ~~other~~project-related ~~cost~~spending ~~inflation~~continued ~~and~~to ~~lower~~improve ~~sales~~throughout ~~volumes~~the year.

~~2023~~Segment ~~vs.~~income ~~2022~~decreased $79 million year over year primarily due to wage and other cost inflation and lower sales volumes, partially offset by higher selling prices and cost reductions, including restructuring savings.

Global Architectural Coatings net sales increased due to the following:

● Higher selling prices (+6%)

● Foreign currency translation (+4%)

Partially offset by:

● Lower sales volumes (-5%)

● Divestitures (-1%)

In 2023, the Global Architectural Coatings business achieved organic sales growth of 1% as higher prices in all regions offset lower sales volumes.

Architectural coatings EMEA organic sales were flat year over year, with higher selling prices offset by lower sales volumes. Regional demand remained uneven by country, and positive sales trends occurred in some countries, including the United Kingdom, Poland and the Netherlands.

Architectural coatings Latin America and Asia Pacific organic sales increased during the year due to selling price increases. In Mexico, the concessionaire network demand was strong throughout 2023.

Segment income increased $115 million year over year primarily due to higher selling prices and moderating raw material costs, partially offset by wage and other cost inflation and lower sales volumes.

Looking Ahead

In the first quarter ~~2025~~2026, demand in Mexico is expected to ~~continue to~~ be ~~robust,~~strong and consumer sentiment in Europe is expected to be tepid. ~~Aggregate~~First quarter 2026 organic sales for the Global Architectural Coatings segment are ~~expected~~anticipated to beincrease in the range of ~~flat~~by toa anlow ~~increase~~single-digit ofpercentage to a ~~low~~ mid-single-digit percentage compared to the first quarter ~~2024~~2025.

Performance Coatings

$ Change

~~$ Change~~

% Change

~~% Change~~

($ in millions, except percentages)

~~2024~~2025

~~2023~~2024

~~2022~~

2025 vs. 2024

~~2024 vs. 2023~~

~~2023~~2025 vs. ~~2022~~2024

~~2024 vs. 2023~~

~~2023 vs. 2022~~

Net sales

$5,~~237~~513

$5,~~132~~237

~~$4,792~~

$276

~~$105~~

~~$340~~5.3%

~~2.0%~~

~~7.1%~~

Segment income

$1,~~142~~148

$1,~~019~~142

~~$847~~

~~$123~~

~~$172~~0.5%

~~12.1%~~

~~20.3%~~

Depreciation and amortization expense

$~~132~~134

$~~139~~132

~~$142~~

~~($7)~~

~~($3)~~1.5%

~~(5.0)%~~

~~(2.1)%~~

Segment EBITDA

$1,~~274~~282

$1,~~158~~274

~~$989~~

~~$116~~

~~$169~~0.6%

~~10.0%~~

~~17.1%~~

2024 PPG ANNUAL REPORT AND FORM 10-K 26

2024 vs. 2023

Performance Coatings net sales increased due to the following:

● Higher selling prices (+3%)

● Higher sales volumes (+12%)

~~Partially~~Automotive refinish coatings organic sales decreased by a mid-single-digit percentage with lower sales volumes partially offset by: higher selling prices. Organic sales in the United States were lower as demand was suppressed by lower collision claims and as distributors managed their order patterns for PPG products toward the first half of 2025. The Company continues to grow the number of PPG LINQ™ subscriptions and PPG Moonwalk™ installations, further supporting customer productivity and related share gains.

●Aerospace ~~Divestiture~~coatings organic sales increased by a double-~~related~~digit percentage driven by increases in both price and sales volume in all regions. Demand remained strong, and customer order backlogs increased to approximately $315 million, even with improved production and other ~~(-2~~productivity gains. Global international and domestic air travel improved year over year, and passenger air traffic is forecasted to grow 5%) in 2026. As demand for PPG’s technology-advantaged products grows, the Company remains focused on debottlenecking and further expanding manufacturing capabilities to drive additional sales volume and earnings growth.

~~Net~~Protective ~~sales for the Performance Coatings segment, which is now comprised of aerospace coatings, automotive refinish coatings, protective~~ and marine coatings, ~~and~~organic ~~traffic~~sales ~~solutions,~~ increased 2%by ~~during~~a ~~2024.~~double-digit ~~This~~percentage ~~increase~~compared ~~was~~to the prior year driven by higher ~~selling~~sales ~~prices~~volumes. ~~and~~Increased sales volumes, ~~partially~~were ~~offset~~driven by ~~the~~share ~~divestitures~~gains ofin ~~the~~both ~~non-North~~protective ~~American~~and ~~portion~~marine, ofreflecting ~~the~~demand ~~traffic~~for ~~solutions~~PPG's ~~business~~sustainably-advantaged products.

~~Organic~~Traffic ~~sales~~solutions inorganic ~~automotive~~sales ~~refinish~~increased ~~coatings~~by ~~were~~a ~~flat~~mid ~~year~~single-~~over-year~~digit ~~with~~percentage ~~sales~~year ~~volume~~over ~~declines~~year ~~offset~~due byto higher ~~selling prices. In the U.S.,~~ sales volumes, ~~declined~~which ~~with~~benefited ~~benefits~~ from market share gains ~~more~~across ~~than~~North ~~offset by lower industry collision claims. In Europe~~America, ~~organic~~partially ~~sales~~offset ~~increased modestly year over year driven~~ by ~~price.~~lower Inselling ~~China, demand for refinish products is recovering and is expected to improve~~prices.

~~Aerospace~~Segment ~~coatings~~income ~~organic sales~~ increased by$6 amillion ~~double-digit percentage driven by increases in both price and sales volume in all regions. Demand remained strong and customer order backlogs are at similar levels to the prior~~ year. ~~Global air travel has improved year~~ over year, ~~but~~with ~~domestic~~higher ~~flights~~selling ~~remain~~prices ~~about~~and 3%manufacturing ~~below~~efficiencies, ~~pre-pandemic~~offset ~~levels.~~by ~~The~~the ~~Company~~impact ~~remains~~of ~~focused~~unfavorable onsales ~~debottlenecking~~mix and ~~expanding~~raw ~~manufacturing~~material, ~~capabilities~~wage ~~to drive volume~~ and ~~earnings~~other ~~growth~~cost inflation.

Protective and marine coatings organic sales increased by a low single-digit percentage compared to the prior year driven by higher sales volumes in Europe and Asia.

Traffic solutions organic sales increased by a low single-digit percentage year over year due to higher sales volumes, which benefited from market share gains across North America.

Segment income increased $123 million year over year primarily due to higher selling prices and moderating raw material costs, partially offset by wage and other cost inflation.

2023 vs. 2022

Performance Coatings net sales increased due to the following:

● Higher selling prices (+7%)

In 2023, all businesses within the Performance Coatings reportable business segment achieved higher selling prices.

Automotive refinish coatings organic sales increased a low single-digit percentage year over year. Price gains in all regions and sales volume growth in the Latin America and Asia Pacific regions were partially offset by lower sales volumes in all other regions.

Aerospace coatings organic sales were higher by 20% driven by increases in both price and volume. This strong organic sales growth was achieved despite global air travel remaining below pre-pandemic levels.

Protective and marine coatings organic sales increased by a mid-single-digit percentage driven by solid selling price realization and higher sales volumes.

Traffic solutions organic sales decreased by a mid-single-digit percentage year over year, with sales volume declines in all regions.

Segment income increased $172 million year over year primarily due to higher selling prices and moderating raw material costs, partially offset by wage and other cost inflation and lower sales volumes.

Looking Ahead

In the first quarter ~~2025~~2026, continued strength in aerospace coatings ~~and~~is ~~protective~~anticipated. Protective and marine coatings iswill ~~expected,~~begin asto ~~well~~lap asprior ~~growth~~year share gains resulting in ~~automotive~~growth ~~refinish~~similar ~~coatings~~to ~~above~~the industry ~~rates~~. ~~Traffic~~In ~~solutions~~automotive isrefinish ~~expected~~coatings, towe ~~follow~~anticipate ~~typical~~lower ~~seasonal~~organic ~~trends~~sales ~~and~~due isto ~~well~~customer ~~positioned~~order topatterns ~~continue~~and tolow ~~benefit~~industry indemand. ~~the~~Traffic ~~coming~~solutions ~~years~~is ~~from~~expected ~~increased~~to ~~U.S.~~follow ~~infrastructure~~typical ~~spending~~seasonal trends. First quarter ~~aggregate~~2026 organic sales for the ~~Performance Coatings~~ segment are anticipated to ~~increase~~be within the range of down by a low single-digit percentage to aflat ~~mid-single-digit percentage~~ compared to the first quarter ~~2024~~2025.

~~2024~~2025 PPG ANNUAL REPORT AND FORM 10-K 2725

Industrial Coatings

$ Change

~~$ Change~~

% Change

~~% Change~~

($ in millions, except percentages)

~~2024~~2025

~~2023~~2024

~~2022~~

2025 vs. 2024

~~2024 vs. 2023~~

~~2023~~2025 vs. ~~2022~~2024

~~2024 vs. 2023~~

~~2023 vs. 2022~~

Net sales

$6,~~687~~524

$76,~~089~~687

~~$6,970~~

($163)

~~($402)~~

~~$119~~(2.4)%

~~(5.7)%~~

~~1.7%~~

Segment income

$~~893~~875

$~~968~~893

~~$646~~

($18)

~~($75)~~

~~$322~~(2.0)%

~~(7.7)%~~

~~49.8%~~

Depreciation and amortization expense

$~~206~~192

$~~213~~206

~~$207~~

($14)

~~($7)~~

$(6.8)%

~~(3.3)%~~

~~2.9%~~

Segment EBITDA

$1,~~099~~067

$1,~~181~~099

~~$853~~

($32)

~~($82)~~

~~$328~~(2.9)%

~~(6.9)%~~

~~38.5%~~

2024 vs. 2023

Industrial Coatings segment net sales decreased due to the following:

● ~~Lower~~Divestitures ~~selling prices~~ (-34%)

● Lower ~~sales~~selling ~~volumes~~prices (-21%)

● Unfavorable foreign currency translation and the silicas products business divestiture (-1%)

In 2024, Industrial Coatings segment Net sales decreased due to lower selling prices and lower sales volume driven by lower industry demand.

Automotive OEM coatings organic sales decreased by a high single-digit percentage year over year driven by lower sales volumes and lower indexed-based selling prices for certain customer contracts. Sales volume increases in the Latin America and Asia Pacific regions were more than offset by declines in the U.S. and Europe.

For the industrial coatings business, organic sales decreased by a mid-single-digit percentage due to lower selling prices and lower sales volumes driven by softening global industrial demand.

Packaging coatings organic sales increased by a low single-digit percentage year over year due to higher sales volumes in all regions, partially offset by lower selling prices in all regions.

Specialty products organic sales increased by a mid-single-digit percentage primarily due to higher sales volumes, partially offset by lower selling prices.

Segment income decreased $75 million year over year primarily due to lower selling prices, lower sales volumes and wage and other cost inflation, partially offset by moderating raw material costs and lower overhead costs, including restructuring savings.

2023 vs. 2022

Industrial Coatings net sales increased due to the following:

● Higher selling prices (+4%)

Partially offset by:

● ~~Lower~~Higher sales volumes (-+2%)

In● ~~2023,~~Favorable ~~all~~foreign ~~businesses~~currency ~~within~~translation ~~the Industrial Coatings reportable business segment achieved higher selling prices, which helped to offset a decrease in sales volumes driven by lower global industrial production.~~ (+1%)

Automotive OEM coatings organic sales ~~increased~~were byflat ayear ~~high~~over ~~single-digit~~year ~~percentage~~with ~~year~~higher ~~over~~sales ~~year~~volumes ~~driven~~offset by ~~higher~~lower index-based selling prices ~~and~~for ~~strong~~certain ~~sales~~customer contracts. Sales volume ~~growth~~increases in ~~most~~the ~~regions.~~Latin ~~Sales~~America ~~volume~~and ~~growth~~Asia-Pacific ~~was~~regions ~~led~~were partially offset by declines in the ~~EMEA~~United States and ~~Asia~~Europe, ~~Pacific~~which ~~regions.~~decreased primarily due to lower new vehicle production.

For the industrial coatings business, organic sales decreased by a ~~mid-~~low single-digit percentage ~~year~~due ~~over~~to ~~year~~lower ~~as higher~~ selling prices, ~~were~~including ~~more~~the ~~than~~impact ~~offset~~of by lower ~~sales~~index-based ~~volumes~~prices under certain customer contracts. Sales volume increases in ~~all~~Europe ~~regions~~and ~~due~~the toAsia-Pacific ~~softening~~region ~~global~~were ~~industrial~~offset ~~demand.~~by decreases in the United States.

Packaging coatings organic sales ~~decreased~~increased by a ~~mid-~~high single-digit percentage year over year due to ~~lower~~higher sales volumes in all regions, ~~due~~including toshare ~~broad~~gains ~~demand~~in ~~weakness.~~Europe ~~These~~aided ~~sales~~by expanding regional regulations. Sales volume ~~decreases~~increases were partially offset by ~~higher~~lower index-based selling prices in ~~most~~all regions.

Specialty ~~coatings~~products ~~and materials~~ organic sales ~~decreased~~increased by a mid-single-digit percentage ~~primarily~~ due to ~~lower~~higher sales volumes, ~~partially~~and ~~offset by~~ higher selling prices.

Segment income ~~increased~~decreased $~~322~~18 million year over year primarily due tolower ~~higher~~index-based selling prices and ~~moderating~~wage ~~raw~~and ~~material~~other ~~costs~~cost inflation, partially offset by ~~wage~~increased ~~and~~manufacturing ~~other~~productivity, ~~cost~~higher of sales ~~inflation~~volumes, and ~~lower~~restructuring ~~sales~~and ~~volumes~~other cost savings.

2024 PPG ANNUAL REPORT AND FORM 10-K 28

Looking Ahead

In the first quarter ~~2025~~2026, global industrial production is expected to remain at a relatively low level with ~~improvement in~~ the ~~Asia~~potential ~~Pacific and Latin America regions offset by sluggishness in Europe and in the U.S. Demand growth~~ for ~~PPG's~~slight ~~industrial~~improvement ~~coatings~~ in ~~China is expected to continue for~~ the ~~next~~United ~~several~~States, ~~quarters.~~Europe ~~Automotive~~and ~~OEM industry build rates are expected to decline in~~ the ~~first~~Asia-Pacific ~~quarter,~~region ~~but~~and ~~are~~lower ~~expected~~demand ~~to outpace market growth~~ in Latin America. ~~and~~First ~~the~~quarter ~~Asia~~2026 ~~Pacific region. Aggregate~~ organic sales for the segment are anticipated to ~~decrease~~be bywithin athe ~~mid-single-digit~~range ~~percentage~~of todown by a low single-digit percentage to flat compared to the first quarter ~~2024~~2025.

Commitments and Contingent Liabilities, including Environmental Matters

PPG is involved in a number of lawsuits and claims, both actual and potential, including some that it has asserted against others, in which substantial monetary damages are sought. Refer to Item 3. “Legal Proceedings” and Note 15, “Commitments and Contingent Liabilities” in Item 8 of this Form 10-K for a description of certain of these lawsuits.

As discussed in Item 3 and Note 15, although the result of any future litigation of such lawsuits and claims is inherently unpredictable, management believes that, in the aggregate, the outcome of all lawsuits and claims involving PPG, including asbestos-related claims, will not have a material effect on PPG’s consolidated financial position or liquidity; however, any such outcome may be material to the results of operations of any particular period in which costs, if any, are recognized.

As also discussed in Note 15, PPG has significant reserves for environmental contingencies. Refer to the Environmental Matters section of Note 15 for details of these reserves. It is PPG’s policy to accrue expenses for contingencies when it is probable that a liability has been incurred and the amount of loss can be reasonably estimated. Reserves for environmental contingencies are exclusive of claims against third parties and are generally not discounted. In management’s opinion, the Company operates in an environmentally sound manner and the outcome of the Company’s environmental contingencies will not have a material effect on PPG’s financial position or liquidity; however, any such outcome may be material to the results of operations of any particular period in which costs, if any, are recognized. Management anticipates that the resolution of the Company’s environmental contingencies will occur over an extended period of time.

~~Accounting~~2025 ~~Standards~~PPG ~~Adopted~~ANNUAL inREPORT ~~2024~~AND FORM 10-K 26

Accounting Standards Adopted in 2025

Note 1, “Summary of Significant Accounting Policies” in Item 8 of this Form 10-K describes the Company’s recently adopted accounting pronouncements.

Accounting Standards to be Adopted in Future Years

Note 1, “Summary of Significant Accounting Policies” in Item 8 of this Form 10-K describes accounting pronouncements that have been promulgated prior to December 31, ~~2024~~2025 but are not effective until a future date.

Liquidity and Capital Resources

During the past two years, PPG had sufficient financial resources to meet its operating requirements, to fund capital spending, including acquisitions, share repurchases and pension plans, and to pay increasing dividends to shareholders.

Cash and cash equivalents and short-term investments

($ in millions)	~~2024~~2025	~~2023~~2024
Cash and cash equivalents	$12,~~270~~163	$1,~~493~~270
Short-term investments	8856	7588
Total	$12,~~358~~219	$1,~~568~~358

Cash from operating activities - continuing operations

($ in millions, except percentages)

% Change

~~% Change~~

2024

2023

2022

2024 vs. 2023

2023 vs. 2022

2025

2024

2025 vs. 2024

Cash from operating activities - continuing operations

$1,~~391~~936

$21,~~294~~391

~~$1,000~~39.2%

~~(39.4)%~~

~~129.4%~~

~~2024~~The ~~vs.~~$545 ~~2023~~million increase in Cash from operating activities - continuing operations was primarily due to higher net income and higher accounts payable and accrued liabilities, including the impact of lower incentive-based compensation payouts in 2025 versus 2024.

The $903 million decrease in Cash from operating activities - continuing operations was primarily due to unfavorable changes in working capital compared to the prior year. Accrued incentive compensation was lower at December 31, 2024 versus December 31, 2023, driving operating cash outflows during 2024 compared to 2023. The Company paid an additional $80 million in cash taxes during 2024 related to divestitures, primarily due to the taxable gain recognized on the sale of the silicas products business. The Company also recorded operating cash outflows of $55 million related to net

2024 PPG ANNUAL REPORT AND FORM 10-K 29

payables paid on behalf of the divested United States and Canada architectural coatings business during 2024 that were reimbursed in 2025.

2023 vs. 2022

The $1,294 million increase in Cash from operating activities - continuing operations was primarily due to higher net income driven by higher selling prices and moderating raw material costs and favorable changes in working capital compared to the prior year.

Operating working capital

Operating working capital is a subset of total working capital and represents (1) receivables from customers, net of allowance for doubtful accounts, (2) inventories, and (3) trade liabilities. Refer to Note 3, “Working Capital Detail” in Item 8 of this Form 10-K for further information related to the components of the Company’s operating working capital. We believe operating working capital represents the key components of working capital under the operating control of our businesses.

A key metric we use to measure our working capital management is operating working capital as a percentage of sales (fourth quarter sales annualized).

($ in millions, except percentages)	~~2024~~2025		~~2023~~2024
Trade receivables, net	$2,~~477~~783		$2,~~622~~477
Inventories, FIFO	2,~~015~~177		2,~~117~~015
Trade creditors’ liabilities	2,161		2,438
Less: trade creditors’ liabilities	2,212		2,161
Operating working capital	$2,~~331~~748		$2,~~301~~331
Operating working capital as a % of fourth quarter sales, annualized	1517.6	%	1415.76	%
Trade receivables, net as a % of fourth quarter sales, annualized	1617.68	%	16.86	%
Days sales outstanding	5159		5551
Inventories, FIFO as a % of fourth quarter sales, annualized	13.59	%	13.5	%
Inventory turnover	4.54		4.25

Environmental expenditures

($ in millions)

~~2024~~2025

~~2023~~2024

~~2022~~

Cash outlays related to environmental remediation activities

$2824

$3128

~~$73~~

We expect cash outlays for environmental remediation activities to be between $20 million toand $60 million annually from ~~2025~~2026 through ~~2029~~2030.

2025 PPG ANNUAL REPORT AND FORM 10-K 27

Cash used for investing activities - continuing operations

% Change

~~% Change~~

($ in millions, except percentages)

~~2024~~2025

~~2023~~2024

~~2022~~2025 vs. 2024

~~2024 vs. 2023~~

~~2023 vs. 2022~~

Cash used for investing activities - continuing operations

$~~399~~700

$~~525~~399

~~$430~~75.4%

~~(24.0)%~~

~~22.1%~~

~~2024~~The ~~vs.~~$301 ~~2023~~million increase in cash used for investing activities - continuing operations was primarily due to higher capital expenditures and the absence of proceeds from the divestiture of our silicas products business that occurred in 2024.

The $126 million decrease in cash used for investing activities - continuing operations was primarily due to proceeds from the sale of our silicas products business, partially offset by higher capital expenditures.

2023 vs. 2022

The $95 million increase in cash used for investing activities was primarily due to higher capital expenditures and lower proceeds from asset sales.

2024 PPG ANNUAL REPORT AND FORM 10-K 30

Capital expenditures, including business acquisitions

% Change

~~% Change~~

($ in millions, except percentages)

~~2024~~2025

~~2023~~2024

~~2022~~2025 vs. 2024

~~2024 vs. 2023~~

~~2023 vs. 2022~~

Capital expenditures (1)

$~~721~~778

$~~516~~721

~~$486~~7.9%

~~39.7%~~

~~6.2%~~

Business acquisitions, net of cash balances acquired

$311

$~~109~~31

~~$114~~(96.8)%

~~(71.6)%~~

~~(4.4)%~~

Total capital expenditures, including acquisitions

$~~752~~779

$~~625~~752

~~$600~~3.6%

~~20.3%~~

~~4.2%~~

Capital expenditures, excluding acquisitions, as a % of sales

4.69

34.26

30.13%

~~43.8%~~

~~3.2%~~

(1)Includes modernization and productivity improvements, expansion of existing businesses and environmental control projects.

During ~~2025~~2026, capital expenditures, which are expected to be approximately $~~725~~650 million to $~~775~~700 million, will support future organic growth opportunities. The Company will continue to deploy cash focused on shareholder value creation.

Cash used for financing activities

% Change

~~% Change~~

($ in millions, except percentages)

~~2024~~2025

~~2023~~2024

~~2022~~2025 vs. 2024

~~2024 vs. 2023~~

~~2023 vs. 2022~~

Cash used for financing activities

$~~1,425~~545

$1,~~550~~425

~~$409~~(61.8)%

~~(8.1)%~~

~~279.0%~~

~~2024~~The ~~vs.~~$880 ~~2023~~million decrease in cash used for financing activities was primarily due to increased proceeds from long-term debt, partially offset by higher repayments of long-term debt.

The $125 million decrease in cash used for financing activities was primarily due to lower repayments of long-term debt, partially offset by higher share repurchases.

2023 vs. 2022

The $1,141 million increase in cash used for financing activities was primarily due to repayment of long-term debt and lower proceeds from the issuance of debt, partially offset by the absence of net payments on commercial paper.

Share repurchase activity

($ in millions, except number of shares)	~~2024~~2025	~~2023~~2024	~~2022~~
Number of shares repurchased (millions)	56.89	05.68	~~1.5~~
Cash paid for shares repurchased	$~~752~~790	$86752	~~$190~~

The ~~Company has approximately $2.8 billion remaining under the current authorization from the~~ Board of Directors. ~~The Board of Directors~~ authorized a $2.5 billion of share ~~repurchases~~repurchase plan in ~~December~~April ~~2017~~2024. ~~and~~The ~~authorized~~Company anhas ~~additional~~approximately $2.50 billion ofremaining ~~share~~under ~~repurchases~~the incurrent ~~April 2024~~authorization. The repurchase ~~programs~~program dodoes not have an expiration date.

Dividends paid to shareholders

($ in millions)			~~2024~~2025			~~2023~~2024			~~2022~~
Dividends paid to shareholders			$~~622~~628			$~~598~~622			~~$570~~

PPG has paid uninterrupted annual dividends since 1899, and ~~2024~~2025 marked the ~~53rd~~54th successive year of increased annual per-share dividend payments to shareholders. The Company raised its per-share quarterly dividend by approximately 5% to $0.6871 per share in July ~~2024~~2025.

2025 PPG ANNUAL REPORT AND FORM 10-K 28

Debt issued and repaid

Debt Issued (net of premium/discount and issuance costs)	Year	$ in millions
Term Loan Credit Agreement, due 2026	2024	$274
4.375% notes ($700), due 2031	2025	$693
Term Loan Credit Agreement, due 2026	2023	$550
3.250% notes (€900), due 2032	2025	$940
1.875% notes (€300) due 2025	2022	$319
Term Loan, due 2028 (1)	2025	$309
2.750% notes (€700) due 2029	2022	$742
Term Loan, due 2028 (1)	2024	$274
1.95% note (€50) due 2037	2022	$55
Term Loan, due 2028 (1)	2023	$550

Debt Repaid	Year	$ in millions
0.875% notes (€600)	2025	$698
1.875% notes (€300)	2025	$341
2.4% notes ($300)	2024	$300
3.2% notes ($300)	2023	$300
Term Loan Credit Agreement, due 2024	2023	$1,100
Term Loan Credit Agreement, due 2024	2022	$300
Acquired debt	2022	$2

~~2024~~(1)As ~~PPG~~of ~~ANNUAL~~December ~~REPORT~~31, ~~AND~~2025, ~~FORM~~the ~~10-K 31~~Term Loan was due in 2028. In January 2026, the Term Loan was amended to extend its maturity to January 2029.

The Company’s commercial paper borrowings are classified as long-term debt based on PPG’s intent and ability to refinance these borrowings on a long-term basis. Net payments on commercial paper were zero for both the years ended December 31, ~~2024~~2025 and December 31, ~~2023 and $440 million for the year ended December 31, 2022~~2024.

Credit agreements and lines of credit

In April 2023, PPG entered into a €500 million term loan credit agreement (the "Term Loan"). The Term Loan contains covenants that are consistent with those in the Credit Agreement discussed below and that are usual and customary restrictive covenants for facilities of its type, which include, with specified exceptions, limitations on the Company’s ability to create liens or other encumbrances, to enter into sale and leaseback transactions and to enter into consolidations, mergers or transfers of all or substantially all of its assets. ~~The Term Loan terminates and all amounts outstanding are payable in April 2026.~~ In April 2023, PPG borrowed €500 million under the Term Loan. In December 2023, PPG obtained lender commitments sufficient to increase the size of the Term Loan by €250 million. In January 2024, PPG borrowed the additional €250 million. In December 2024, PPG obtained lender commitments sufficient to increase the size of the Term Loan by €300 million. In January 2025, PPG borrowed the additional €300 million. In January 2026, the Term Loan was amended to extend its maturity. Based on this amendment, the Term Loan terminates and all amounts outstanding are payable in January 2029.

In ~~February~~July ~~2021~~2023, PPG ~~entered~~amended ~~into~~and arestated ~~$2.0~~its ~~billion~~P5Y-year ~~term loan~~ credit agreement (the "~~Term Loan~~ Credit Agreement") todated ~~finance~~as ~~the~~of ~~Company’s~~August ~~acquisition~~30, ~~of Tikkurila~~2019, ~~and~~extending tothe ~~pay~~term ~~fees,~~through ~~costs~~July ~~and~~27, ~~expenses~~2028. ~~related~~In ~~thereto.~~October ~~The~~2025, ~~Term~~PPG ~~Loan~~amended the Credit Agreement ~~provided~~to ~~the~~extend ~~Company~~its ~~with~~maturity ~~the~~as ~~ability~~ to ~~borrow~~certain upcommitments. toThe anamended ~~aggregate~~Credit ~~principal~~Agreement ~~amount~~provides offor a $2.0 3 billion ~~on an~~ unsecured ~~basis.~~revolving ~~The~~credit ~~Term~~facility, ~~Loan~~of ~~Credit~~which ~~Agreement~~$2,148 million ~~contained~~of ~~covenants that are consistent with those in~~ the ~~Credit~~total ~~Agreement~~commitment ~~discussed~~has ~~below~~a ~~and~~term ~~that~~through ~~are~~July ~~usual~~2029 and ~~customary~~$152 million ~~restrictive~~of ~~covenants~~the ~~for~~total ~~facilities~~commitment ofhas ~~its~~a ~~type,~~term ~~which~~through ~~included,~~July ~~with~~2028. ~~specified~~The ~~exceptions,~~Company ~~limitations~~has on the ~~Company’s~~ ability to ~~create~~increase ~~liens~~the orsize ~~other~~of ~~encumbrances,~~the toCredit ~~enter~~Agreement ~~into~~by ~~sale~~up ~~and leaseback transactions and~~ to ~~enter~~an ~~into~~additional ~~consolidations~~$750 million, ~~mergers~~subject orto ~~transfers~~the receipt of ~~all~~lender orcommitments ~~substantially~~and ~~all~~other ofconditions ~~its assets~~precedent. The ~~Term~~Company ~~Loan~~has ~~Credit~~the ~~Agreement~~right, ~~was~~subject ~~scheduled~~ to ~~mature~~certain ~~and~~conditions ~~all~~set ~~outstanding~~forth ~~borrowings~~in ~~were~~the ~~due~~Credit ~~and~~Agreement, ~~payable~~to ondesignate ~~the~~certain ~~third~~subsidiaries ~~anniversary~~ of the ~~date~~Company ofas ~~the~~borrowers ~~initial borrowing~~ under the Credit Agreement. In ~~June~~connection ~~2021,~~with ~~PPG~~any ~~borrowed~~such ~~$700~~designation, ~~million under~~ the ~~Term~~Company ~~Loan~~is ~~Credit~~required ~~Agreement~~ to ~~finance~~guarantee the ~~Company’s~~obligations ~~acquisition~~ of ~~Tikkurila,~~any ~~and~~such tosubsidiaries ~~pay fees, costs and expenses related thereto. In December 2021, PPG borrowed an additional $700 million~~ under the ~~Term Loan~~ Credit Agreement ~~to be used for working capital and general corporate purposes~~. In ~~2022~~There ~~and~~were ~~2023,~~no ~~PPG~~amounts ~~repaid~~outstanding ~~$300 million~~under ~~and $1.1 billion, respectively, of~~ the ~~Term Loan~~ Credit Agreement ~~using~~as ~~cash~~of onDecember ~~hand.~~31, ~~The~~2025 ~~Term~~and ~~Loan Credit Agreement was fully repaid as of~~ December 31, ~~2023~~2024.

InThe ~~March~~Term ~~2023,~~Loan ~~PPG~~and ~~amended its five-year credit agreement (~~the “Credit Agreement”) ~~dated~~require asthe ofCompany ~~August 30, 2019. The amendments~~ to ~~the~~maintain ~~Credit Agreement replaced the LIBOR-based reference interest rate option with~~ a ~~reference~~ratio ~~interest rate option based upon Term SOFR. The other terms~~ of ~~the~~Total ~~Credit~~Indebtedness ~~Agreement~~to ~~remained~~Total ~~unchanged. In July 2023~~Capitalization, ~~PPG~~as ~~amended~~defined ~~and~~in ~~restated~~ the Credit Agreement, ~~extending~~of ~~the~~60% ~~term~~or ~~through~~less; ~~July 27~~provided, ~~2028.~~that ~~The amended and restated Credit Agreement provides~~ for aany ~~$2.3~~fiscal ~~billion~~quarter ~~unsecured~~in ~~revolving~~which ~~credit~~the ~~facility. The~~ Company has ~~the~~made ~~ability to increase the size of the Credit Agreement by up to~~ an ~~additional~~acquisition ~~$750~~for ~~million,~~consideration ~~subject~~in toexcess ~~the receipt~~ of ~~lender~~$1 billion ~~commitments~~ and ~~other~~for ~~conditions~~the ~~precedent.~~next ~~The~~five ~~Company~~fiscal ~~has~~quarters ~~the right~~thereafter, ~~subject~~the toratio ~~certain~~of ~~conditions~~Total ~~set~~Indebtedness ~~forth in the Credit Agreement,~~ to ~~designate~~Total ~~certain~~Capitalization ~~subsidiaries~~may ofnot ~~the~~exceed ~~Company~~65% asat ~~borrowers~~any ~~under the Credit Agreement~~time. InAs ~~connection~~of ~~with~~December 31, ~~any such designation~~2025, ~~the~~Total ~~Company~~Indebtedness ~~is required~~ to ~~guarantee~~Total ~~the~~Capitalization ~~obligations~~as ofdefined ~~any such subsidiaries~~ under the Credit Agreement. ~~There~~was ~~were no amounts outstanding under the Credit Agreement as of December 31, 2024, December 31, 2023 and December 31, 2022~~47%.

The Term Loan and the Credit Agreement require the Company to maintain a ratio of Total Indebtedness to Total Capitalization, as defined in the Term Loan and the Credit Agreement, of 60% or less; provided, that for any fiscal quarter in which the Company has made an acquisition for consideration in excess of $1 billion and for the next five fiscal quarters thereafter, the ratio of Total Indebtedness to Total Capitalization may not exceed 65% at any time. As of December 31, 2024, Total Indebtedness to Total Capitalization as defined under the Credit Agreement and the Term Loan was 45%.

In addition to the amounts available under lines of credit, the Company maintains access to the capital markets and may issue debt or equity securities from time to time, which may provide an additional source of liquidity.

Refer to Note 10, “Borrowings and Lines of Credit” in Item 8 of this Form 10-K for information regarding notes entered into and repaid as well as details regarding the use and availability of committed and uncommitted lines of credit, letters of credit and debt covenants.

~~2024~~2025 PPG ANNUAL REPORT AND FORM 10-K 3229

Cash requirements

We continue to believe that our cash on hand and short-term investments, cash from operations and the Company’s access to capital markets will continue to be sufficient to fund our operating activities, capital spending, acquisitions, dividend payments, debt service, share repurchases, contributions to pension plans, and PPG’s significant cash requirements. The Company’s significant cash requirements include the following contractual obligations and commitments.

		Obligations Due In:
($ in millions)	Total	~~2025~~2026	~~2026-~~2027-2028	~~2028-~~2029-2030	Thereafter
Long-term debt	$5,808	$933	$2,095	$1,888	$892
Long-term debt (1)	$7,304	$702	$2,725	$1,507	$2,370
Interest payments(1)	$832	$127	$220	$153	$332
Interest payments(2)	$997	$152	$281	$194	$370
Operating leases(2)	$653	$144	$208	$127	$174
Operating leases(3)	$658	$156	$221	$131	$150
Unconditional purchase commitments(3)	$218	$108	$82	$23	$5
Unconditional purchase commitments(4)	$169	$76	$63	$21	$9

(1)~~Interest~~As onof ~~all~~December 31, 2025, the Term Loan with an outstanding ~~debt~~balance of $1,233 million was due in 2028. The Term Loan is shown as due in 2028 within this table. In January 2026, the Term Loan was amended to extend its maturity to January 2029.

(2)~~Includes~~Interest ~~interest~~on ~~payments~~all outstanding debt.

(3)Includes interest payments.

(3)The unconditional purchase commitments are principally take-or-pay obligations related to the purchase of certain materials, utilities and services consistent with customary industry practice.

The Company’s off-balance sheet arrangements include unconditional purchase commitments disclosed in the “Liquidity and Capital Resources” section in the cash requirements table as well as letters of credit as discussed in Note 10, “Borrowings and Lines of Credit” in Item 8 of this Form 10-K.

Other liquidity matters

At December 31, ~~2024~~2025, the total amount of unrecognized tax benefits for uncertain tax positions, including an accrual of related interest and penalties along with positions only impacting the timing of tax benefits, was $~~152~~ 122 million. The timing of payments will depend on the progress of examinations by tax authorities. PPG does not expect a significant tax payment related to these obligations within the next year. The Company is unable to make a reasonably reliable estimate as to if, or when, any significant cash settlements with tax authorities may occur.

Critical Accounting Estimates

Management has evaluated the accounting policies used in the preparation of the financial statements and related notes presented in Item 8 of this Form 10-K and believes those policies to be reasonable and appropriate. We believe that the most critical accounting estimates made in the preparation of our financial statements are those related to accounting for contingencies, under which we accrue a loss when it is probable that a liability has been incurred and the amount can be reasonably estimated, and to accounting for pensions, other postretirement benefits, business combinations, goodwill and other identifiable intangible assets with indefinite lives because of the importance of management judgment in making the estimates necessary to apply these policies.

Contingencies

Contingencies, by their nature, relate to uncertainties that require management to exercise judgment both in assessing the likelihood that a liability has been incurred as well as in estimating the amount of potential loss. The most important contingencies impacting our financial statements are those related to environmental remediation, to pending, impending or overtly threatened litigation against the Company and to the resolution of matters related to open tax years. For more information on these matters, see Note 15, “Commitments and Contingent Liabilities” and Note 13, “Income Taxes” in Item 8 of this Form 10-K.

Defined Benefit Pension and Other Postretirement Benefit Plans

Accounting for pensions and other postretirement benefits involves estimating the cost of benefits to be provided well into the future and attributing that cost over the time period each employee works. To accomplish this, we make extensive use of assumptions about inflation, investment returns, mortality, turnover, medical costs and discount rates. The Company has established a process by which management reviews and selects these assumptions annually. Refer to Note 14, “Employee Benefit Plans” in Item 8 of this Form 10-K for information on these plans and the assumptions used.

Business Combinations

The Company uses the acquisition method of accounting to allocate costs of acquired businesses to the assets acquired and liabilities assumed based on their estimated fair values at the dates of acquisition. The excess costs of acquired businesses over the fair values of the assets acquired and liabilities assumed is recognized as goodwill. The valuations of the acquired assets and liabilities impacts the determination of future operating results. In addition to using management estimates and negotiated amounts, the Company uses a variety of information sources to determine the estimated fair values of acquired assets and liabilities including: third-party appraisals for the estimated value and lives of identifiable

~~2024~~2025 PPG ANNUAL REPORT AND FORM 10-K 3330

estimates and negotiated amounts, the Company uses a variety of information sources to determine the estimated fair values of acquired assets and liabilities including: third-party appraisals for the estimated value and lives of identifiable intangible assets and property, plant and equipment; third-party actuaries for the estimated obligations of defined benefit pension plans and similar benefit obligations; and legal counsel or other experts to assess the obligations associated with legal, environmental and other contingent liabilities.

The business and technical judgment of management is used in determining which acquired intangible assets have indefinite lives and in determining the useful lives of acquired finite-lived intangible assets in accordance with the accounting guidance for goodwill and other intangible assets.

Goodwill and Intangible Assets

The Company tests indefinite-lived intangible assets and goodwill for impairment by either performing a qualitative evaluation or a quantitative test at least annually, or more frequently if an indication of impairment arises. The qualitative evaluation is an assessment of factors to determine whether it is more likely than not that the fair value of a reporting unit or asset is less than its carrying amount. In the quantitative test, fair values are estimated using a discounted cash flow model. Key assumptions and estimates used in the discounted cash flow model include projected future revenues, discount rates, operating cash flows, capital expenditures and tax rates. For more information on these matters, see Note 1, “Summary of Significant Accounting Policies” in Item 8 of this Form 10-K.

We believe that the amounts recorded in the financial statements in Item 8 of this Form 10-K related to these contingencies, pensions, other postretirement benefits, business combinations, goodwill and other identifiable intangible assets with indefinite lives are based on the best estimates and judgments of the appropriate members of PPG’s management, although actual outcomes could differ from our estimates.

Currency

Comparing spot exchange rates at December 31, ~~2024~~2025 and at December 31, ~~2023~~2024, the U.S. dollar ~~strengthened~~weakened against the currencies of many countries within the regions PPG operates, most notably the Mexican peso. ~~As a result, consolidated net assets at December 31, 2024 decreased by $905 million from December 31, 2023. Comparing spot exchange rates at December 31, 2023~~ and ~~at December 31, 2022,~~ the Ueuro.S. ~~dollar weakened against the currencies of many countries within the regions PPG operates, most notably the Mexican peso.~~ As a result, consolidated net assets at December 31, ~~2023~~2025 increased by $~~508~~ 949 million from December 31, ~~2022~~2024.

Comparing average exchange rates during ~~2024~~2025 to those of ~~2023~~2024, the U.S. dollar strengthened against the currencies of certain countries where PPG operates, including the Mexican peso and the ~~Chinese~~euro, ~~yuan.~~during ~~This~~the ~~had~~first anhalf ~~unfavorable impact~~ of ~~approximately~~2025, ~~$20~~but ~~million on full year 2024 Income before income taxes from~~ the ~~translation of this foreign income into~~ U.S. ~~dollars.~~dollar ~~Comparing~~weakened ~~average~~in ~~exchange~~the ~~rates~~second ~~during~~half ~~2023 to those~~ of ~~2022,~~ the ~~U.S.~~year, ~~dollar~~resulting ~~weakened~~in ~~against~~a ~~the~~net ~~currencies~~unfavorable ofimpact ~~certain~~to ~~countries~~Income ~~where~~before ~~PPG~~taxes ~~operates,~~in ~~including~~ the ~~Mexican~~first ~~peso~~half ~~and~~of the ~~euro,~~year partially offset by ~~strengthening~~a ~~against~~net ~~the~~favorable ~~Chinese~~impact ~~yuan~~in ~~and~~the ~~Argentine~~second ~~peso~~half of 2025. This ~~had~~resulted ain ~~favorable~~an unfavorable impact of ~~approximately~~ $258 million on full year ~~2023~~2025 Income before income taxes from the translation of ~~this~~ foreign income into U.S. dollars.

Forward-Looking Statements

The Private Securities Litigation Reform Act of 1995 provides a safe harbor for forward-looking statements made by or on behalf of the Company. Management’s Discussion and Analysis and other sections of this Annual Report contain forward-looking statements that reflect the Company’s current views with respect to future events and financial performance. You can identify forward-looking statements by the fact that they do not relate strictly to current or historic facts. Forward-looking statements are identified by the use of the words “aim,” “believe,” “expect,” “anticipate,” “intend,” “estimate,” “project,” “outlook,” “forecast” and other expressions that indicate future events and trends. Any forward-looking statement speaks only as of the date on which such statement is made, and the Company undertakes no obligation to update any forward-looking statement, whether as a result of new information, future events or otherwise. You are advised, however, to consult any further disclosures we make on related subjects in our reports to the SEC. Also, note the following cautionary statements.

Many factors could cause actual results to differ materially from the Company’s forward-looking statements. Such factors include statements related to global economic conditions, geopolitical issues, increasing price and product competition by our competitors, fluctuations in cost and availability of raw materials, energy, labor and logistics, the ability to achieve selling price increases, the ability to recover margins, customer inventory levels, PPG inventory levels, our ability to maintain favorable supplier relationships and arrangements, the timing of and the realization of anticipated cost savings from restructuring initiatives, the ability to identify additional cost savings opportunities, the timing and expected benefits of our acquisitions, difficulties in integrating acquired businesses and achieving expected synergies therefrom, the amount of future share repurchases, economic and political conditions in the markets we serve, the imposition of tariffs, the ability to penetrate existing, developing and emerging foreign and domestic markets, foreign exchange rates and fluctuations in such rates, fluctuations in tax rates, the impact of future legislation, the impact of environmental regulations, unexpected business disruptions, cybersecurity events, global human health issues, the unpredictability of existing and possible future litigation, including asbestos litigation, and government investigations. However, it is not possible to predict or identify all such factors.

~~2024~~2025 PPG ANNUAL REPORT AND FORM 10-K 3431

litigation, including asbestos litigation, and government investigations. However, it is not possible to predict or identify all such factors.

Consequently, while the list of factors presented here and in Item 1A is considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. Unlisted factors may present significant additional obstacles to the realization of forward-looking statements.

Consequences of material differences in the results compared with those anticipated in the forward-looking statements could include, among other things, lower sales or income, business disruption, operational problems, financial loss, legal liability to third parties, other factors set forth in Item 1A of this Form 10-K and similar risks, any of which could have a material adverse effect on the Company’s consolidated financial condition, results of operations or liquidity. PPG undertakes no obligation to update any forward-looking statement, except as otherwise required by applicable law.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

PPG is exposed to market risks related to changes in foreign currency exchange rates and interest rates. The Company may enter into derivative financial instrument transactions in order to manage or reduce these market risks. A detailed description of these exposures and the Company’s risk management policies are provided in Note 11, “Financial Instruments, Hedging Activities and Fair Value Measurements” in Item 8 of this Form 10-K.

The following disclosures summarize PPG’s exposure to market risks and information regarding the use of and fair value of derivatives employed to manage its exposure to such risks. Quantitative sensitivity analyses have been provided to reflect how reasonably possible, unfavorable changes in market rates could impact PPG’s consolidated results of operations, cash flows and financial position.

Foreign Currency Risk

We conduct operations in many countries around the world. Our results of operations are subject to both currency transaction and currency translation risk. Certain foreign currency forward contracts outstanding during ~~2024~~2025 and ~~2023~~2024 served as a hedge of a portion of PPG’s exposure to foreign currency transaction risk. The fair value of these contracts were net ~~liabilities~~assets of $531 million and net ~~assets~~liabilities of $2353 million as of December 31, ~~2024~~2025 and December 31, ~~2023~~2024, respectively. The potential reduction in PPG’s Income before income taxes resulting from the impact of adverse changes in exchange rates on the fair value of its outstanding foreign currency hedge contracts of 10% for European and Canadian currencies and 20% for Asian and Latin American currencies for the years ended December 31, ~~2024~~2025 and ~~2023~~2024 would have been $~~429~~447 million and $~~402~~429 million, respectively.

PPG had U.S. dollar to euro cross currency swap contracts with a total notional amount of $375 million ~~and $475 million~~ as of both December 31, ~~2024~~2025 and December 31, ~~2023, respectively~~2024. The fair value of these contracts were net assets of $50 11 million and $3350 million as of December 31, ~~2024~~2025 and ~~2023~~2024, respectively. A 10% increase in the value of the euro to the U.S. dollar would have had an unfavorable effect on the fair value of these swap contracts by reducing the value of these instruments by $3140 million and $4631 million at December 31, ~~2024~~2025 and ~~2023~~2024, respectively.

As of ~~both~~ December 31, ~~2024~~2025 and ~~2023~~December 31, 2024, PPG had non-U.S. dollar denominated debt outstanding of $4.1 billion and $3.3 billion, respectively. A weakening of the U.S. dollar by 10% against European currencies and by 20% against Asian and South American currencies would have resulted in unrealized translation losses of $~~369~~457 million and $~~363~~369 million as of December 31, ~~2024~~2025 and ~~2023~~2024, respectively.

Interest Rate Risk

The Company manages its interest rate risk by balancing its exposure to fixed and variable rates while attempting to minimize its interest costs. PPG has interest rate swaps which converted $375 million of fixed rate debt to variable rate debt as of both December 31, ~~2024~~2025 and December 31, ~~2023~~2024, respectively. The fair values of these contracts were liabilities of $16 6 million and $1416 million as of December 31, ~~2024~~2025 and ~~2023~~2024, respectively. An increase in variable interest rates of 10% would have lowered the fair values of these swaps and increased interest expense by $2 million and $5 million for ~~both~~ the periods ended December 31, ~~2024~~2025 and ~~2023~~2024, respectively. Considering the debt balance outstanding as of December 31, ~~2024~~2025 and ~~2023~~2024, a 10% increase in interest rates in the U.S., Canada, Mexico and Europe and a 20% increase in interest rates in Asia and South America would have increased annual interest expense associated with PPG's variable rate debt obligations by $3 million ~~and~~for byboth $2the periods ended December ~~million~~31, ~~respectively~~2025 and 2024. Further, a 10% reduction in interest rates would have increased the fair value of the Company’s fixed rate debt by approximately $7773 million and $9677 million as of December 31, ~~2024~~2025 and ~~2023~~2024, respectively; however, such changes would not have had an effect on PPG’s annual Income before income taxes or cash flows.

~~2024~~2025 PPG ANNUAL REPORT AND FORM 10-K 3532

Item 8. Financial Statements and Supplementary Data

Report of Independent Registered Public Accounting Firm

To the Board of Directors and Shareholders of PPG Industries, Inc.

Opinions on the Financial Statements and Internal Control over Financial Reporting

We have audited the accompanying consolidated balance sheet of PPG Industries, Inc. and its subsidiaries (the “"Company”") as of December 31, ~~2024~~2025 and ~~2023~~2024, and the related consolidated statements of income, of comprehensive income, of shareholders’' equity and of cash flows for each of the three years in the period ended December 31, ~~2024~~2025, including the related notes ~~and schedule of valuation and qualifying accounts for each of the three years in the period ended December 31, 2024 appearing under Item 15~~(~~a)(2) (~~collectively referred to as the “"consolidated financial statements”"). We also have audited the Company's internal control over financial reporting as of December 31, ~~2024~~2025, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, ~~2024~~2025 and ~~2023~~2024, and the results of its operations and its cash flows for each of the three years in the period ended December 31, ~~2024~~2025 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, ~~2024~~2025, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.

Basis for Opinions

The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Annual Report on Internal Control Over Financial Reporting. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.

Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become

~~2024~~2025 PPG ANNUAL REPORT AND FORM 10-K 3633

inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Critical Audit Matters

The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

~~Loss~~Annual ~~from~~Goodwill ~~Discontinued~~Impairment ~~Operations,~~Test ~~Net~~– ofArchitectural ~~Tax~~Coatings ~~Associated~~Europe, ~~with~~Middle ~~the~~East ~~Sale of the U.S.~~ and ~~Canada~~Africa ~~Architectural~~Reporting ~~Coatings~~Unit ~~Business~~

As described in ~~Note~~Notes 21 and 6 to the consolidated financial statements, onthe ~~December~~Company’s 2,consolidated ~~2024,~~goodwill ~~the~~balance ~~Company~~was ~~completed~~$6,149 ~~the~~million ~~sale~~as of ~~100%~~December 31, 2025, a portion of ~~its~~which ~~architectural~~relates ~~coatings~~to ~~business~~the ingoodwill for the ~~U.S.~~Architectural Coatings Europe, Middle East and ~~Canada~~Africa (EMEA) reporting unit. ~~The~~Management ~~Company~~tests ~~received~~goodwill ~~$516~~for ~~million~~impairment inby ~~proceeds~~either ~~and~~performing ~~recorded~~a qualitative evaluation or a ~~loss~~quantitative ontest, ~~the~~at ~~sale~~least annually in connection with management’s strategic planning process or more frequently if an indication of ~~$285~~impairment ~~million,~~exists. ~~which~~Management’s isquantitative ~~recorded~~goodwill inimpairment ~~“Income~~testing, ~~from~~if ~~discontinued~~deemed ~~operations~~necessary, ~~net~~is performed during the fourth quarter of ~~tax”~~each ~~for~~year by comparing the ~~year~~estimated ~~ended~~fair ~~December~~value ~~31,~~of ~~2024. The~~an ~~sale~~associated ~~represents~~reporting aunit ~~strategic~~to ~~shift~~its incarrying value. In 2025, the ~~Company’s~~annual ~~business~~impairment ~~portfolio~~testing ~~that~~of ~~has~~goodwill adid ~~major~~not ~~effect~~result onin impairment of any of the Company’s ~~operations~~reporting ~~and~~units. ~~financial~~As ~~results.~~disclosed ~~Accordingly~~by management, in the ~~Company’s~~quantitative ~~consolidated~~test, ~~results~~fair ofvalues ~~operations~~are ~~and~~estimated using a discounted cash ~~flows~~flow ~~have~~model. ~~been~~Key ~~recast~~assumptions toused ~~present~~in the ~~results~~discounted ofcash ~~the~~flow ~~architectural~~model ~~coatings~~included ~~business~~projected infuture ~~the~~revenues, ~~U.S.~~discount ~~and~~rates, ~~Canada~~operating ascash ~~discontinued~~flows, ~~operations~~capital expenditures, and tax rates.

The principal considerations for our determination that performing procedures relating to the ~~loss~~annual ~~from~~goodwill ~~discontinued~~impairment ~~operations,~~test ~~net~~ of ~~tax associated with~~ the ~~sale~~Architectural ofCoatings ~~the~~EMEA ~~U.S.~~reporting ~~and~~unit ~~Canada architectural coatings business~~ is a critical audit matter are (i) the significant judgment by management when developing the fair value estimate of the Architectural Coatings EMEA reporting unit; (ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating ~~audit~~management’s ~~evidence~~significant assumption related to ~~management’s~~the ~~calculation~~discount ofrate; and (iii) the ~~loss~~audit ~~from~~effort ~~discontinued~~involved ~~operations,~~the ~~net~~use of ~~tax~~professionals with specialized skill and knowledge.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to management’s ~~calculation~~goodwill impairment test, including controls over the valuation of the ~~loss~~Architectural ~~from~~Coatings ~~discontinued~~EMEA ~~operations~~reporting unit. These procedures also included, ~~net~~among others (i) testing management’s process for developing the fair value estimate of ~~tax,~~the ~~associated~~Architectural ~~with~~Coatings EMEA reporting unit; (ii) evaluating the ~~sale~~appropriateness of the ~~U.S.~~discounted ~~and~~cash ~~Canada~~flow ~~architectural~~model ~~coatings~~used ~~business.~~by ~~These~~management; ~~procedures~~(iii) ~~also~~testing ~~included,~~the ~~among~~completeness ~~others,~~and ~~reading~~accuracy of underlying data used in the ~~purchase~~discounted ~~agreement~~cash flow model; and ~~testing~~(iv) evaluating the reasonableness of the significant assumption used by management related to the discount rate. Evaluating management’s ~~calculation~~assumption related to the discount rate involved evaluating whether the assumption used by management was reasonable considering (i) the current and past performance of the ~~loss~~Architectural ~~from~~Coatings ~~discontinued~~EMEA ~~operations,~~reporting ~~net~~unit and (ii) whether the assumption was consistent with evidence obtained in other areas of ~~tax~~the audit. Professionals with specialized skill and knowledge were used to assist in evaluating (i) the appropriateness of the discounted cash flow model and (ii) the reasonableness of the discount rate assumption.

/s/ PricewaterhouseCoopers LLP

Pittsburgh, Pennsylvania

February 2019, ~~2025~~2026

We have served as the Company’s auditor since 2013.

~~2024~~2025 PPG ANNUAL REPORT AND FORM 10-K 3734

Management Report

Management’s Annual Report on Internal Control Over Financial Reporting

We are responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934, as amended. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

We conducted an evaluation of the effectiveness of the Company’s internal control over financial reporting as of December 31, ~~2024~~2025. In making this evaluation, we used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control - Integrated Framework (2013). Based on this evaluation we have concluded that, as of December 31, ~~2024~~2025, the Company’s internal control over financial reporting was effective.

PricewaterhouseCoopers LLP, an independent registered public accounting firm, has issued their report, included on pages 3633-3734 of this Form 10-K, regarding the Company’s internal control over financial reporting.

/s/ Timothy M. Knavish						/s/ Vincent J. Morales
Timothy M. KnavishChairman and Chief Executive OfficerFebruary 20, 2025						Vincent J. MoralesSenior Vice President and Chief Financial OfficerFebruary 20, 2025
Timothy M. KnavishChairman and Chief Executive OfficerFebruary 19, 2026						Vincent J. MoralesSenior Vice President and Chief Financial OfficerFebruary 19, 2026

~~2024~~2025 PPG ANNUAL REPORT AND FORM 10-K 3835

Consolidated Statement of Income

For the Year

($ in millions, except per share amounts)

~~2024~~2025

~~2023~~2024

~~2022~~2023

Net sales

$15,~~845~~875

$1615,~~242~~845

$1516,~~614~~242

Cost of sales, exclusive of depreciation and amortization

9,~~252~~316

9,~~678~~252

9,~~975~~678

Selling, general and administrative

3,~~391~~439

3,~~401~~391

3,~~037~~401

Depreciation

~~360~~403

360

~~357~~360

Amortization

~~132~~125

~~154~~132

~~145~~154

Research and development, net

423

~~424~~423

~~434~~424

Interest expense

241

~~247~~241

~~167~~247

Interest income

(~~177~~153)

(~~140~~177)

(54140)

Business restructuring, net

~~233~~6

~~(2)~~233

33(2)

Impairment and other-related charges, net

~~146~~24

~~160~~146

~~231~~160

Pension settlement charge

—

~~190~~—

—190

Other (income)/charges, net

(8)

(66)

Other charges/(income), net

(8)

Income before income taxes

$12,~~852~~045

$1,~~690~~852

$1,~~355~~690

Income tax expense

~~475~~458

~~428~~475

~~320~~428

Income from continuing operations

$1,~~377~~587

$1,~~262~~377

$1,~~035~~262

(Loss)/income from discontinued operations, net of tax

(228)

Income/(loss) from discontinued operations, net of tax

(228)

Net income attributable to the controlling and noncontrolling interests

$1,~~149~~592

$1,~~309~~149

$1,~~054~~309

Less: Net income attributable to noncontrolling interests

3316

3933

2839

Net income (attributable to PPG)

$1,~~116~~576

$1,~~270~~116

$1,~~026~~270

Amounts attributable to PPG

Income from continuing operations, net of tax

$1,~~344~~571

$1,~~223~~344

$1,~~007~~223

(Loss)/income from discontinued operations, net of tax

(228)

Income/(loss) from discontinued operations, net of tax

(228)

Net income (attributable to PPG)

$1,~~116~~576

$1,~~270~~116

$1,~~026~~270

Earnings per common share

Income from continuing operations, net of tax

$56.7594

$5.1875

$45.2618

(Loss)/income from discontinued operations, net of tax

(0.98)

0.20

0.08

Income/(loss) from discontinued operations, net of tax

0.02

(0.98)

0.20

Net income (attributable to PPG)

$46.7796

$54.3877

$45.3438

Earnings per common share - assuming dilution

Income from continuing operations, net of tax

$56.7292

$5.1672

$45.2416

(Loss)/income from discontinued operations, net of tax

(0.97)

0.19

0.08

Income/(loss) from discontinued operations, net of tax

0.02

(0.97)

0.19

Net income (attributable to PPG)

$46.7594

$54.3575

$45.3235

The accompanying notes to the consolidated financial statements are an integral part of these consolidated statements.

Consolidated Statement of Comprehensive Income

For the Year

($ in millions)

~~2024~~2025

~~2023~~2024

~~2022~~2023

Net income attributable to the controlling and noncontrolling interests

$1,~~149~~592

$1,~~309~~149

$1,~~054~~309

Other comprehensive (loss)/income, net of tax

Other comprehensive income/(loss), net of tax

Defined benefit pension and other postretirement benefits

36(17)

6336

~~206~~63

Unrealized foreign currency translation adjustments

~~(916)~~950

~~509~~(916)

~~(279)~~509

Other comprehensive (loss)/income, net of tax

(880)

572

(73)

Other comprehensive income/(loss), net of tax

933

(880)

572

Total comprehensive income

$~~269~~2,525

$~~1,881~~269

$~~981~~1,881

Less: amounts attributable to noncontrolling interests:

Net income

(3316)

(3933)

(2839)

Unrealized foreign currency translation adjustments

11(1)

~~(1)~~11

13(1)

Comprehensive income attributable to PPG

$~~247~~2,508

$~~1,841~~247

$~~966~~1,841

The accompanying notes to the consolidated financial statements are an integral part of these consolidated statements.

~~2024~~2025 PPG ANNUAL REPORT AND FORM 10-K 3936

Consolidated Balance Sheet

	December 31
($ in millions)	~~2024~~2025	~~2023~~2024
Assets
Current assets
Cash and cash equivalents	$12,~~270~~163	$1,~~493~~270
Short-term investments	8856	7588
Receivables	23,~~985~~336	32,~~007~~985
Inventories	1,~~846~~996	1,~~934~~846
Other current assets	~~368~~408	~~922~~368
Total current assets	$67,~~557~~959	$76,~~431~~557
Property, plant and equipment, net	34,~~464~~005	3,~~450~~464
Goodwill	56,~~690~~149	65,~~115~~690
Identifiable intangible assets, net	1,~~922~~971	21,~~261~~922
Deferred income taxes	~~303~~481	~~272~~303
Investments	~~331~~332	~~254~~331
Operating lease right-of-use assets	~~597~~604	~~571~~597
Other assets	~~569~~597	~~1,293~~569
Total	$1922,~~433~~098	$2119,~~647~~433
Liabilities and Shareholders’ Equity
Current liabilities
Accounts payable and accrued liabilities	$3,~~731~~957	$43,~~161~~731
Restructuring reserves	~~128~~99	84128
Short-term debt and current portion of long-term debt	~~939~~706	~~306~~939
Current portion of operating lease liabilities	~~126~~138	~~128~~126
Other	90—	~~375~~90
Total current liabilities	$54,~~014~~900	$5,~~054~~014
Long-term debt	46,~~876~~602	54,~~748~~876
Operating lease liabilities	~~454~~450	~~417~~454
Accrued pensions	~~558~~550	~~588~~558
Other postretirement benefits	~~410~~392	~~450~~410
Deferred income taxes	~~405~~457	~~500~~405
Other liabilities	~~754~~650	~~867~~754
Total liabilities	$1214,~~471~~001	$1312,~~624~~471
Commitments and contingent liabilities (See Note 15)
Commitments and contingent liabilities (Note 15)
Shareholders’ equity
Common stock	$969	$969
Common stock (Note 16)	$969	$969
Additional paid-in capital	1,~~272~~325	1,~~202~~272
Retained earnings	2122,~~994~~942	21,~~500~~994
Treasury stock, at cost	(1415,~~342~~119)	(1314,~~600~~342)
Accumulated other comprehensive loss	(32,~~108~~176)	(23,~~239~~108)
Total PPG shareholders’ equity	$67,~~785~~941	$76,~~832~~785
Noncontrolling interests	~~177~~156	~~191~~177
Total shareholders’ equity	$68,~~962~~097	$86,~~023~~962
Total	$1922,~~433~~098	$2119,~~647~~433

The accompanying notes to the consolidated financial statements are an integral part of this consolidated statement.

~~2024~~2025 PPG ANNUAL REPORT AND FORM 10-K 4037

Consolidated Statement of Shareholders’ Equity

($ in millions)	Common Stock	Additional Paid-In Capital	Retained Earnings	Treasury Stock	Accumulated Other Comprehensive Loss	Total PPG	Non-controlling Interests	Total
January 1, 2022	$969	$1,081	$20,372	($13,386)	($2,750)	$6,286	$125	$6,411
January 1, 2023	$969	$1,130	$20,828	($13,525)	($2,810)	$6,592	$117	$6,709
Net income attributable to controlling and noncontrolling interests	—	—	1,026	—	—	1,026	28	1,054
Other comprehensive loss, net of tax	—	—	—	—	(60)	(60)	(13)	(73)
Cash dividends	—	—	(570)	—	—	(570)	—	(570)
Purchase of treasury stock	—	—	—	(150)	—	(150)	—	(150)
Issuance of treasury stock	—	36	—	11	—	47	—	47
Stock-based compensation activity	—	10	—	—	—	10	—	10
Dividends paid on subsidiary common stock to noncontrolling interests	—	—	—	—	—	—	(13)	(13)
Reductions in noncontrolling interests	—	—	—	—	—	—	(10)	(10)
December 31, 2022	$969	$1,130	$20,828	($13,525)	($2,810)	$6,592	$117	$6,709
Net income attributable to controlling and noncontrolling interests	—	—	1,270	—	—	1,270	39	1,309
Other comprehensive loss, net of tax	—	—	—	—	571	571	1	572
Cash dividends	—	—	(598)	—	—	(598)	—	(598)
Purchase of treasury stock	—	—	—	(100)	—	(100)	—	(100)
Issuance of treasury stock	—	58	—	25	—	83	—	83
Stock-based compensation activity	—	14	—	—	—	14	—	14
Dividends paid on subsidiary common stock to noncontrolling interests	—	—	—	—	—	—	(21)	(21)
Reductions in noncontrolling interests	—	—	—	—	—	—	55	55
Acquisitions of noncontrolling interests	—	—	—	—	—	—	55	55
Other	—	—	—	—	—	—	—	—
December 31, 2023	$969	$1,202	$21,500	($13,600)	($2,239)	$7,832	$191	$8,023
Net income attributable to controlling and noncontrolling interests	—	—	1,116	—	—	1,116	33	1,149
Other comprehensive income, net of tax					(869)	(869)	(11)	(880)
Other comprehensive loss, net of tax	—	—		—	(869)	(869)	(11)	(880)
Cash dividends	—	—	(622)	—	—	(622)	—	(622)
Purchase of treasury stock	—	—		(759)	—	(759)	—	(759)
Issuance of treasury stock	—	50	—	17	—	67	—	67
Stock-based compensation activity	—	20	—	—	—	20	—	20
Dividends paid on subsidiary common stock to noncontrolling interests	—	—	—	—	—	—	(25)	(25)
Acquisition of noncontrolling interests						—	(11)	(11)
Reductions in noncontrolling interests	—	—	—	—	—	—	(11)	(11)
December 31, 2024	$969	$1,272	$21,994	($14,342)	($3,108)	$6,785	$177	$6,962
Net income attributable to controlling and noncontrolling interests	—	—	1,576	—	—	1,576	16	1,592
Other comprehensive income, net of tax	—	—	—	—	932	932	1	933
Cash dividends	—	—	(628)	—	—	(628)	—	(628)
Purchase of treasury stock	—	—	—	(790)	—	(790)	—	(790)
Issuance of treasury stock	—	39	—	13	—	52	—	52
Stock-based compensation activity	—	14	—	—	—	14	—	14
Dividends paid on subsidiary common stock to noncontrolling interests	—	—	—	—	—	—	(23)	(23)
Reductions in noncontrolling interests	—	—	—	—	—	—	(15)	(15)
December 31, 2025	$969	$1,325	$22,942	($15,119)	($2,176)	$7,941	$156	$8,097

The accompanying notes to the consolidated financial statements are an integral part of this consolidated statement.

~~2024~~2025 PPG ANNUAL REPORT AND FORM 10-K 4138

Consolidated Statement of Cash Flows

		For the Year
($ in millions)		~~2024~~2025	~~2023~~2024	~~2022~~2023
Operating activities
Net income attributable to controlling and noncontrolling interests		$1,~~149~~592	$1,~~309~~149	$1,~~054~~309
	Less: (Loss)/income from discontinued operations	($228)	$47	$19
	Less: Income/(loss) from discontinued operations	$5	($228)	$47
Income from continuing operations		$1,~~377~~587	$1,~~262~~377	$1,~~035~~262
Adjustments to reconcile net income to cash from operations:
	Depreciation and amortization	~~492~~528	~~514~~492	~~502~~514
	Pension settlement charge	—	~~190~~—	—190
	Impairment and other related charges, net	~~146~~24	~~160~~146	~~231~~160
	Stock-based compensation expense	4246	5642	3456
	Deferred income taxes	(9727)	(~~187~~97)	(~~151~~187)
	Business restructuring, net	~~233~~6	~~(2)~~233	33(2)
Cash contributions to pension plans		(2629)	(4626)	(1146)
Cash used for restructuring actions		(5282)	(5652)	(8556)
Change in certain asset and liability accounts (net of acquisitions):
	Receivables	(~~181~~190)	12(181)	~~(248)~~12
	Inventories	(2735)	~~145~~(27)	~~(177)~~145
	Other current assets	(301)	(4130)	(5941)
	Accounts payable and accrued liabilities	~~(259)~~67	~~151~~(259)	21151
	Noncurrent assets and liabilities, net	(7340)	(5073)	(~~112~~50)
	Taxes and interest payable	(31105)	71(31)	~~143~~71
Other		~~(123)~~187	~~115~~(123)	~~(156)~~115
	Cash from operating activities - continuing operations	$1,~~391~~936	$21,~~294~~391	$12,~~000~~294
	Cash from/(used for) operating activities - discontinued operations	29	117	(37)
	Cash from operating activities - discontinued operations	5	29	117
	Cash from operating activities	$1,~~420~~941	$21,~~411~~420	$~~963~~2,411
Investing activities
Capital expenditures		($~~721~~778)	($~~516~~721)	($~~486~~516)
Business acquisitions, net of cash balances acquired		(311)	(~~109~~31)	(~~114~~109)
Proceeds from divestiture of businesses		~~325~~43	36325	~~117~~36
Other		2836	6428	5364
	Cash used for investing activities - continuing operations	($~~399~~700)	($~~525~~399)	($~~430~~525)
	Cash from/(used for) investing activities - discontinued operations	~~506~~—	~~(31)~~506	(31)
	Cash from/(used for) investing activities	$107	($556)	($461)
	Cash (used for)/from investing activities	($700)	$107	($556)
Financing activities
Proceeds from Term Loan Credit Agreement, net of fees		$274	$550	$—
Proceeds from Term Loan, net of fees		$309	$274	$550
Repayment of Term Loan Credit Agreement		—	~~(1,100)~~—	(~~300~~1,100)
Net payments on commercial paper and short-term debt		—	—	(439)
Proceeds from the issuance of debt, net of discounts and fees		1,633	—	—
Proceeds from the issuance of debt, net of discounts and fees		—	—	1,116
Repayment of long-term debt		(1,039)	(300)	(300)
Repayment of long-term debt		(300)	(300)	—
Purchase of treasury stock		(790)	(752)	(86)
Purchase of treasury stock		(752)	(86)	(190)
Dividends paid on PPG common stock		(628)	(622)	(598)
Dividends paid on PPG common stock		(622)	(598)	(570)
Other		(30)	(25)	(16)
Other		(25)	(16)	(26)
	Cash used for financing activities - continuing operations	($545)	($1,425)	($1,550)
	Cash used for financing activities - continuing operations	($1,425)	($1,550)	($409)
	Cash used for financing activities - discontinued operations	—	—	—
	Cash used for financing activities	($~~1,425~~545)	($1,~~550~~425)	($~~409~~1,550)
Effect of currency exchange rate changes on cash and cash equivalents		~~(325)~~197	~~110~~(325)	1110
Cash reclassified to assets held for sale		—	~~(5)~~—	(35)
Net (decrease)/increase in cash and cash equivalents		($223)	$410	$91
Net increase/(decrease) in cash and cash equivalents		$893	($223)	$410
Cash and cash equivalents, beginning of year		$1,~~493~~270	$1,~~083~~493	$~~992~~1,083
Cash and cash equivalents, end of year		$12,~~270~~163	$1,~~493~~270	$1,~~083~~493

Supplemental disclosures of cash flow information:

Interest paid, net of amount capitalized

$~~247~~210

$~~213~~247

$~~156~~213

Taxes paid, net of refunds

$~~653~~438

$~~488~~653

$~~436~~488

Supplemental disclosure of noncash investing and financing activities:

Capital expenditures accrued within Accounts payable and accrued liabilities at year-end

$~~160~~147

$~~170~~160

$71170

Purchases of treasury stock transacted but not yet settled

$124

$1412

$—14

The accompanying notes to the consolidated financial statements are an integral part of this consolidated statement.

~~The~~2025 ~~accompanying~~PPG ~~notes~~ANNUAL toREPORT ~~the~~AND ~~consolidated~~FORM ~~financial statements are an integral part of this consolidated statement.~~10-K 39

2024 PPG ANNUAL REPORT AND FORM 10-K 42

1. Summary of Significant Accounting Policies

Principles of Consolidation

The accompanying consolidated financial statements include the accounts of PPG Industries, Inc. (“PPG” or the “Company”) and all subsidiaries, both U.S. and non-U.S., that it controls. PPG owns more than 50% of the voting stock of most of the subsidiaries that it controls. For those consolidated subsidiaries in which the Company’s ownership is less than 100%, the outside shareholders’ interests are shown as noncontrolling interests. Investments in companies in which PPG owns 20% to 50% of the voting stock and has the ability to exercise significant influence over operating and financial policies of the investee are accounted for using the equity method of accounting. As a result, PPG’s share of income or losses from such equity affiliates is included in the consolidated statement of income and PPG’s share of these companies’ shareholders’ equity is included in Investments on the consolidated balance sheet. Transactions between PPG and its subsidiaries are eliminated in consolidation.

Use of Estimates in the Preparation of Financial Statements

The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of income and expenses during the reporting period. Such estimates also include the fair value of assets acquired and liabilities assumed resulting from the allocation of the purchase price related to business combinations consummated. Actual outcomes could differ from those estimates.

Revenue Recognition

Revenue is recognized as performance obligations with the customer are satisfied, at an amount that is determined to be collectible. For the sale of products, this generally occurs at the point in time when control of the Company’s products transfers to the customer based on the agreed upon shipping terms.

Shipping and Handling Costs

Amounts billed to customers for shipping and handling are reported in Net sales in the consolidated statement of income. Shipping and handling costs incurred by the Company for the delivery of goods to customers are included in Cost of sales, exclusive of depreciation and amortization in the consolidated statement of income.

Selling, General and Administrative Costs

Amounts presented in Selling, general and administrative in the consolidated statement of income are comprised of selling, customer service, distribution and advertising costs, as well as the costs of providing corporate-wide functional support in areas such as finance, law, human resources and planning. Distribution costs pertain to the movement and storage of finished goods inventory at company-owned and leased warehouses and other distribution facilities.

Advertising Costs

Advertising costs are charged to expense as incurred and totaled $~~203~~199 million, $~~193~~203 million and $~~159~~193 million in ~~2024~~2025, ~~2023~~2024 and ~~2022~~2023, respectively.

Research and Development

Research and development costs, which consist primarily of employee-related costs, are charged to expense as incurred.

($ in millions)

~~2024~~2025

~~2023~~2024

~~2022~~2023

Research and development – total

$~~447~~446

$~~446~~447

$~~457~~446

Less: depreciation on research facilities

2423

2224

2322

Research and development, net

$423

$~~424~~423

$~~434~~424

Legal Costs

Legal costs, which primarily include costs associated with acquisition and divestiture transactions, general litigation, environmental regulation compliance, patent and trademark protection and other general corporate purposes, are charged to expense as incurred.

Income Taxes

Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to operating losses and tax credit carryforwards as well as differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in Income tax expense in the consolidated statement of income in the period that includes the enactment date.

~~2024~~2025 PPG ANNUAL REPORT AND FORM 10-K 4340

A valuation allowance is provided against deferred tax assets in situations where PPG determines it is more likely than not such assets will not ultimately be realized.

PPG does not recognize a tax benefit unless it concludes that it is more likely than not that the benefit will be sustained on audit by the taxing authority based solely on the technical merits of the associated tax position. If the recognition threshold is met, PPG recognizes a tax benefit measured at the largest amount of the tax benefit that, in PPG’s judgment, is greater than 50 percent likely to be realized. PPG records interest and penalties related to uncertain tax positions in Income tax expense in the consolidated statement of income.

Foreign Currency Translation

The functional currency of most significant non-U.S. operations is their local currency. Assets and liabilities of those operations are translated into U.S. dollars using year-end exchange rates. Income and expenses are translated using the average exchange rates for the reporting period. Unrealized foreign currency translation gains and losses are deferred in Accumulated other comprehensive loss on the consolidated balance sheet.

Cash Equivalents

Cash equivalents are highly liquid investments (valued at cost, which approximates fair value) acquired with an original maturity of three months or less.

Short-term Investments

Short-term investments are highly liquid, high credit quality investments (valued at cost plus accrued interest) that have stated maturities of greater than three months to less than one year. The purchases and sales of these investments are classified as Investing activities in the consolidated statement of cash flows.

Marketable Equity Securities

The Company’s investment in marketable equity securities is recorded at fair market value and reported as Other current assets and Investments on the consolidated balance sheet with changes in fair market value recorded in income.

Inventories

Inventories are stated at the lower of cost or net realizable value. Most U.S. inventories are stated at cost, using the last-in, first-out (“LIFO”) method of accounting, which does not exceed net realizable value. All other inventories are stated at cost, using the first-in, first-out (“FIFO”) method of accounting, which does not exceed net realizable value. PPG determines cost using either average or standard factory costs, which approximate actual costs, excluding certain fixed costs such as depreciation and property taxes. Refer to Note 3, “Working Capital Detail” for further information related to the Company’s inventories.

Derivative Financial Instruments

The Company recognizes all derivative financial instruments (a “derivative”) as either assets or liabilities at fair value on the consolidated balance sheet. The accounting for changes in the fair value of a derivative depends on the use of the instrument.

For derivative instruments that are designated and qualify as cash flow hedges, the unrealized gains or losses on the derivatives are recorded in the consolidated statement of comprehensive income. Amounts in Accumulated other comprehensive loss on the consolidated balance sheet are reclassified into Income before income taxes in the consolidated statement of income in the same period or periods during which the hedged transactions are recorded in Income before income taxes in the consolidated statement of income.

For derivative instruments that are designated and qualify as fair value hedges, the change in the fair value of the derivatives are reported in Income before income taxes in the consolidated statement of income, offsetting the gain or loss recognized for the change in fair value of the asset, liability, or firm commitment that is being hedged.

For derivatives, debt or other financial instruments that are designated and qualify as net investment hedges, the gains or losses associated with the financial instruments are reported as translation gains or losses in Accumulated other comprehensive loss on the consolidated balance sheet. Gains and losses in Accumulated other comprehensive loss related to hedges of the Company’s net investments in foreign operations are reclassified out of Accumulated other comprehensive loss and recognized in Income before income taxes in the consolidated statement of income upon a substantial liquidation, sale or partial sale of such investments or upon impairment of all or a portion of such investments. The cash flow impact of these instruments is classified as Investing activities in the consolidated statement of cash flows.

Changes in the fair value of derivative instruments not designated as hedges for hedge accounting purposes are recognized in Income before income taxes in the consolidated statement of income in the period of change.

~~2024~~2025 PPG ANNUAL REPORT AND FORM 10-K 4441

Property, Plant and Equipment

Property, plant and equipment is recorded at cost. Depreciation is computed on a straight-line method based on the estimated useful lives of related assets. Accelerated depreciation expense is recorded when facilities or equipment are subject to abnormal economic conditions, restructuring actions or obsolescence.

The cost of significant improvements that add to productive capacity or extend the lives of properties are capitalized. Costs for repairs and maintenance are charged to expense as incurred. When a capitalized asset is retired or otherwise disposed of, the original cost and related accumulated depreciation balance are removed from the accounts and any related gain or loss is recorded in Income before income taxes in the consolidated statement of income. The amortization cost of finance lease assets is recorded in Depreciation expense in the consolidated statement of income. Property and other long-lived assets are reviewed for impairment whenever events or circumstances indicate that their carrying amounts may not be recoverable. Refer to Note 4, “Property, Plant and Equipment” for further details.

Goodwill and Identifiable Intangible Assets

Goodwill represents the excess of the cost over the fair value of acquired identifiable tangible and intangible assets less liabilities assumed from acquired businesses. Identifiable intangible assets acquired in business combinations are recorded based upon their fair value at the date of acquisition.

PPG is a multinational manufacturer with 10 operating segments (which the Company refers to as “strategic business units”) that are organized based on the Company’s major product lines. These operating segments are also the Company’s reporting units for purposes of testing goodwill for impairment, which is tested at least annually in connection with PPG’s strategic planning process or more frequently if an indication of impairment exists. The Company tests goodwill for impairment by either performing a qualitative evaluation or a quantitative test. The qualitative evaluation is an assessment of factors, including reporting unit specific operating results as well as industry, market and general economic conditions, to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill. The Company may elect to bypass this qualitative assessment for some or all of its reporting units and perform a quantitative test. Quantitative goodwill impairment testing, if deemed necessary, is performed during the fourth quarter of each year by comparing the estimated fair value of an associated reporting unit ~~as of September 30~~ to its carrying value. Fair value is estimated using a discounted cash flow model. Key assumptions and estimates used in the discounted cash flow model include projected future revenues, discount rates, operating cash flows, capital expenditures and tax rates.

The annual indefinite-lived intangible asset impairment assessment takes place in the fourth quarter of each year either by completing a qualitative assessment or quantitatively by comparing the estimated fair value of each trademark ~~as of September 30~~ to its carrying value. Fair value is estimated using the relief from royalty method (a discounted cash flow methodology). The qualitative assessment includes consideration of factors, including revenue relative to the asset being assessed, the operating results of the related business and industry, market and general economic conditions, to determine whether it is more likely than not that the fair value of the asset is less than its carrying amount.

Identifiable intangible assets with finite lives are amortized on a straight-line basis over their estimated useful lives (1 to 30 years) and are reviewed for impairment whenever events or circumstances indicate that their carrying amount may not be recoverable.

Receivables and Allowances

All trade receivables are reported on the consolidated balance sheet at the outstanding principal adjusted for any allowance for doubtful accounts and any charge offs. The Company provides an allowance for doubtful accounts to reduce receivables to their estimated net realizable value when it is probable that a loss will be incurred. Those estimates are based on historical collection experience, current regional economic and market conditions, the aging of accounts receivable, assessments of current creditworthiness of customers, and forward-looking information. Refer to Note 20, “Revenue Recognition” for further details.

Leases

The Company determines if a contract is a lease at the inception of the arrangement. The Company reviews all options to extend, terminate, or purchase its right of use assets at the inception of the lease and accounts for these options when they are reasonably certain of being exercised. Certain real estate leases contain lease and non-lease components, which are accounted for separately. For certain equipment leases, lease and non-lease components are accounted for as a single lease component.

Leases with an initial term of 12 months or less are not recorded on the consolidated balance sheet. Lease expense for these leases is recognized on a straight-line basis over the lease term.

2024 PPG ANNUAL REPORT AND FORM 10-K 45

Variable lease expense is based on contractual arrangements with PPG’s lessors determined based on external indices or other relevant market factors. In addition, PPG’s variable lease expense also includes elements of a contract that do not represent a good or service but for which the lessee is responsible for paying.

2025 PPG ANNUAL REPORT AND FORM 10-K 42

Nearly all of PPG’s lease contracts do not provide a readily determinable implicit rate. For these contracts, PPG’s estimated incremental borrowing rate is based on information available at the inception of the lease.

Product Warranties

The Company accrues for product warranties at the time the associated products are sold based on historical claims experience. The reserve, pretax charges against income and cash outlays for product warranties were not significant to the consolidated financial statements of the Company for any year presented.

Asset Retirement Obligations

An asset retirement obligation represents a legal obligation associated with the retirement of a tangible long-lived asset that is incurred upon the acquisition, construction, development or normal operation of that long-lived asset. PPG recognizes asset retirement obligations in the period in which they are incurred if a reasonable estimate of fair value can be made. The asset retirement obligation is subsequently adjusted for changes in fair value. The associated estimated asset retirement costs are capitalized as part of the carrying amount of the long-lived asset and depreciated over its useful life. PPG’s asset retirement obligations are primarily associated with the retirement or closure of certain assets used in PPG’s manufacturing process. The accrued asset retirement obligation is recorded in Accounts payable and accrued liabilities and Other liabilities on the consolidated balance sheet and was $1112 million and $1511 million as of December 31, ~~2024~~2025 and December 31, ~~2023~~2024, respectively.

PPG’s only conditional asset retirement obligation relates to the possible future abatement of asbestos contained in certain PPG production facilities. The asbestos in PPG’s production facilities arises from the application of normal and customary building practices in the past when the facilities were constructed. This asbestos is encapsulated in place and, as a result, there is no current legal requirement to abate it. Because there is no requirement to abate, the Company does not have any current plans or an intention to abate and therefore the timing, method and cost of future abatement, if any, are not known. The Company has not recorded an asset retirement obligation associated with asbestos abatement, given the uncertainty concerning the timing of future abatement, if any.

Environmental Contingencies

It is PPG’s policy to accrue expenses for environmental contingencies when it is probable that a liability has been incurred and the amount of loss can be reasonably estimated. Reserves for environmental contingencies are exclusive of claims against third parties and are generally not discounted.

Assets and Liabilities Held for Sale

The Company classifies assets and liabilities as held for sale (a “disposal group”) when management commits to a plan to sell the disposal group, the sale is probable within one year and the disposal group is available for immediate sale in its present condition. The Company considers various factors, particularly whether actions required to complete the plan indicate it is unlikely that significant changes to the plan will be made or the plan will be withdrawn. Assets held for sale are measured at the lower of carrying value or fair value less costs to sell. Any loss resulting from the measurement is recognized in the period the held-for-sale criteria are met. Conversely, gains are not recognized until the date of the sale. When the disposal group is classified as held for sale, depreciation and amortization ceases and the Company tests the assets for impairment.

Reclassifications

Certain reclassifications of prior years’ data have been made to conform to the current year presentation. These reclassifications had no impact on our previously reported Net income, cash flows or shareholders’ equity.

~~Segment~~Accounting ~~Reporting~~Standards Adopted in 2025

Effective for the annual period ended December 31, ~~2024~~2025, ~~the~~PPG ~~Company~~adopted ~~revised~~Financial ~~the~~Accounting ~~aggregation~~Standards ofBoard ~~its~~(“FASB”) ~~ten~~Accounting ~~operating~~Standards ~~segments~~Update (“ASU”) No. 2023-09 “Improvements to ~~present~~Income ~~three~~Tax ~~reportable~~Disclosures ~~business~~(Topic ~~segments:~~740)”. ~~Global~~This ~~Architectural~~ASU ~~Coatings~~updated current income tax disclosure requirements to require disclosures of specific categories of information within the effective tax rate reconciliation, ~~Performance~~as ~~Coatings~~well ~~and~~as ~~Industrial~~disclosure ~~Coatings.~~of ~~Prior~~income ~~year~~taxes ~~amounts~~paid ~~have~~disaggregated ~~been~~by ~~recast~~jurisdiction. toPPG ~~conform~~elected to ~~current~~apply ~~year~~ASU ~~presentation~~2023-09 prospectively. ~~Refer~~Adoption toof ~~Note~~this 21ASU resulted in additional disclosure, ~~“Reportable~~but ~~Business~~did ~~Segment~~not ~~Information”~~impact ~~for~~PPG’s ~~further~~consolidated ~~details~~financial position, results of operations or cash flows.

Accounting Standards Adopted in 2024

Effective January 1, 2024, PPG adopted Accounting Standards Update ("ASU") No. 2023-02, "Investment - Equity Method and Joint Ventures (Topic 323): Accounting for Investments in Tax Credit Structures Using the Proportional Amortization Method." This ASU permits reporting entities to elect to account for tax equity investments under the proportional amortization method, regardless of the tax credit program from which the income tax credits are received, if certain

2024 PPG ANNUAL REPORT AND FORM 10-K 46

conditions are met. Adoption of this ASU did not have a material impact on PPG's consolidated financial position, results of operations or cash flows.

Effective for the annual period ended December 31, 2024, PPG adopted Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) No. 2023-07 “Improvements to Reportable Segment Disclosures (Topic 280)”. This ASU updated the reportable segment disclosure requirements to require disclosures of significant reportable segment expenses that are regularly provided to the Chief Operating Decision Maker (“CODM”) and included within each reported measure of a segment's profit or loss. This ASU also requires disclosure of the title and position of the individual identified as the CODM and an explanation of how the CODM uses the reported measures of a segment’s profit or loss in assessing segment performance and deciding how to allocate resources. Adoption of this ASU resulted in additional disclosure, but did not impact PPG’s consolidated financial position, results of operations or cash flows.

Accounting Standards to be Adopted in Future Years

In ~~December~~November ~~2023~~2024, the FASB issued ASU ~~No. 2023~~2024-0903, “~~Improvements to~~ Income ~~Tax~~Statement ~~Disclosures~~– ~~(Topic~~Reporting ~~740)”.~~Comprehensive ~~This~~Income-Expense ~~ASU~~Disaggregation ~~updates~~(Subtopic ~~current~~220-40): ~~income~~Disaggregation ~~tax~~of ~~disclosure~~Income ~~requirements~~Statement toExpenses”. ~~require~~The ~~disclosures~~ASU ofrequires ~~specific~~the ~~categories~~disclosure of additional information ~~within~~related ~~the~~to ~~effective~~certain ~~tax~~costs ~~rate~~and ~~reconciliation~~expenses, asincluding ~~well~~amounts ~~as disclosure~~ of ~~income~~inventory ~~taxes~~purchases, ~~paid~~employee ~~disaggregated~~compensation, byand ~~jurisdiction.~~depreciation ~~This~~and ~~ASU~~amortization ~~will~~included bein ~~effective~~each ~~for~~income ~~the~~statement ~~annual~~line ~~period~~item. ~~ending~~The ~~December~~ASU ~~31,~~also ~~2025.~~requires ~~Adoption~~disclosure of ~~this~~the ~~ASU~~total ~~will~~amount ~~result~~of inselling ~~additional~~expenses ~~disclosure,~~and ~~but~~our ~~will~~definition ~~not~~of ~~impact~~selling ~~PPG’s~~expenses. ~~consolidated~~This ~~financial~~ASU ~~position,~~will ~~results~~be ofeffective ~~operations~~for orthe ~~cash flows.~~

In2025 November 2024, the FASB issued ASU 2024-03, “Income Statement – Reporting Comprehensive Income-Expense Disaggregation (Subtopic 220-40): Disaggregation of Income Statement Expenses”. The ASU requires the disclosure of additional information related to certain costs and expenses, including amounts of inventory purchases, employee compensation, and depreciation and amortization included in each income statement line item. The ASU also requires disclosure of the total amount of selling expenses and our definition of selling expenses. This ASU will be effective for the annual period ending December 31, 2027. Adoption of this ASU will result in additional disclosure, but will not impact PPG’s ~~consolidated~~ANNUAL ~~financial~~REPORT ~~position,~~AND ~~results~~FORM ~~of operations or cash flows.~~10-K 43

annual period ending December 31, 2027. Adoption of this ASU will result in additional disclosure, but will not impact PPG’s consolidated financial position, results of operations or cash flows.

In September 2025, the FASB issued ASU 2025-06, “Intangibles – Goodwill and Other – Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software”. The ASU is intended to modernize the recognition and disclosure framework for internal-use software costs, removing the previous “development stage” model to align the accounting rules with how software is developed today. This ASU will be effective for PPG beginning January 1, 2028. The Company is currently evaluating the impact of this ASU on its consolidated financial statements.

2. Divestitures

U.S. and Canada Architectural Coatings Business

OnIn ~~December 2,~~ 2024, PPG completed the sale of 100% of its architectural coatings business in the U.S. and Canada to American Industrial Partners (AIP), an industrials investor. PPG received $516 million in proceeds and recorded a loss on the sale of $285 million ~~during the fourth quarter 2024~~. No tax benefit was recorded on the loss. The loss on the sale iswas recorded in “Income/(loss) from discontinued operations, net of tax” in the consolidated statement of income. The proceeds from the sale ~~are~~were recorded in “Cash from/(used for) investing activities - discontinued operations” in the consolidated statement of cash flows.

The sale ~~represents~~represented a strategic shift in PPG’s business portfolio that ~~has~~had a major effect on the Company’s operations and financial results. Accordingly, the Company’s consolidated results of operations and cash flows ~~have~~were ~~been~~ recast to present the results of the architectural coatings business in the U.S. and Canada as discontinued operations for all periods presented. The results of the U.S. and Canada architectural coatings business were previously included in the Performance Coatings segment.

The operating results of discontinued operations related to the U.S. and Canada architectural coatings business for the three years ended December 31, ~~2024~~2025, ~~2023~~2024, and ~~2022~~2023 were as follows:

($ in millions)	~~2024~~2025	~~2023~~2024	~~2022~~2023
Net sales	$~~1,878~~—	$21,~~004~~878	$2,~~038~~004
Cost of sales, exclusive of depreciation and amortization	~~976~~—	~~1,067~~976	1,~~121~~067
Selling, general, and administrative	~~787~~—	~~821~~787	~~805~~821
Depreciation	28—	3128	31
Amortization	6—	136	2113
Research and development, net	9—	9	149
Impairment and other-related charges, net	—	—	14
Other charges, net	8	1	5
Other charges, net	1	5	6
Loss on sale of discontinued operations	—	285	—
Loss on sale of discontinued operations	285	—	—
(Loss)/income before income taxes	($8)	($214)	$58
(Loss)/income before income taxes	($214)	$58	$26
Income tax (benefit)/expense	(13)	14	11
Income tax expense	14	11	5
Income/(loss) from discontinued operations, net of tax	$5	($228)	$47
(Loss)/income from discontinued operations, net of tax	($228)	$47	$21

The ~~Company’s~~following ~~December~~table ~~31,~~presents ~~2023~~the ~~balance~~significant ~~sheet~~non-cash ~~has~~items ~~been~~and ~~recast~~capital toexpenditures ~~present~~for the ~~assets~~discontinued ~~and~~operations ~~liabilities~~related ofto the U.S. and Canada architectural coatings business asthat ~~held~~are ~~for~~included ~~sale.~~in ~~The~~the ~~major~~Consolidated ~~classes~~Statement of ~~assets~~Cash ~~and~~Flows ~~liabilities~~for of the ~~U.S.~~three ~~and~~years ~~Canada~~ended ~~architectural coatings business included in the PPG consolidated balance sheet at~~ December 31, ~~2023~~2025, ~~were~~2024, asand ~~follows~~2023:

2024 PPG ANNUAL REPORT AND FORM 10-K 47


($ in millions)	2025	2024	2023
Depreciation and amortization	$—	$34	$44
Capital expenditures	$—	$10	$33

($ in millions)			December 31, 2023
Cash and cash equivalents			$21
Receivables			272
Inventories			193
Other current assets			41
Total current assets held for sale (included in Other current assets on the consolidated balance sheet)			$527
Property, plant and equipment, net			$194
Goodwill			85
Identifiable intangible assets, net			163
Deferred income taxes			1
Investments			5
Operating lease right-of-use assets			261
Other assets			38
Total noncurrent assets held for sale (included in Other assets on the consolidated balance sheet)			$747
Accounts payable and accrued liabilities			$306
Restructuring reserves			3
Current portion of operating lease liabilities			66
Total current liabilities held for sale (included in Current liabilities - other on the consolidated balance sheet)			$375
Operating lease liabilities			$205
Deferred income taxes			8
Other liabilities			14
Total noncurrent liabilities held for sale (included in Other liabilities on the consolidated balance sheet)			$227

In conjunction with the divestiture of U.S. and Canada architectural coatings business, PPG entered into a supply agreement with the divested business to sell certain products, which are recognized as Net sales in the refinish coatings, industrial coatings and protective and marine coatings businesses. Additionally, PPG entered into transition services agreements to provide administrative services subsequent to the sale. The fees for services rendered under the transition services agreements are expected to offset the cost of providing those services.

The following table presents the significant non-cash items and capital expenditures for the discontinued operations related to the U.S. and Canada architectural coatings business that are included in the Consolidated Statement of Cash Flows for the three years ended December 31, 2024, 2023, and 2022:

($ in millions)	2024	2023	2022
Depreciation and amortization	$34	$44	$52
Capital expenditures	10	33	32

In conjunction with the divestiture of U.S. and Canada architectural coatings business, PPG entered into a supply agreement with the divested business to sell certain products, which will be recognized as Net sales in the refinish coatings, industrial coatings and protective and marine coatings businesses going forward. Additionally, PPG has entered into transition services agreements to provide administrative services subsequent to the sale. The fees for services rendered under the transition services agreements are expected to offset the cost of providing those services.

Silicas Products Business

OnIn ~~November 25,~~ 2024, PPG completed the sale of its silicas products business for $325 million in proceeds and recorded a pre-tax gain on the sale of $129 million ~~in the fourth quarter 2024~~. The gain on the sale iswas recorded in “Other charges/(income)~~/charges~~, net” in the consolidated statement of income. The Company determined that the divestiture did not meet the criteria of a discontinued operation as it did not represent a strategic shift for the Company, and therefore, its historical results are included in the Company's continuing operations within the Industrial Coatings reportable business segment.

~~2024~~2025 PPG ANNUAL REPORT AND FORM 10-K 4844

3. Working Capital Detail

($ in millions)

~~2024~~2025

~~2023~~2024

Receivables

Trade - net

$2,~~477~~783

$2,~~622~~477

Other - net

~~508~~553

~~385~~508

Total

$23,~~985~~336

$32,~~007~~985

Inventories(1)

Finished products

$~~993~~1,067

$~~1,032~~949

Work in process

~~213~~251

~~233~~235

Raw materials

~~591~~624

~~615~~613

Supplies

4954

5449

Total

$1,~~846~~996

$1,~~934~~846

Accounts payable and accrued liabilities

Trade

$2,~~161~~212

$2,~~438~~161

Accrued payroll

~~490~~549

~~630~~490

Customer rebates

~~364~~433

~~353~~364

Other postretirement and pension benefits

7675

9676

Income taxes

~~130~~118

~~128~~130

Other

~~510~~570

~~516~~510

Total

$3,~~731~~957

$43,~~161~~731

(1)~~Inventories~~Most U.S. inventories are valued using the LIFO method ~~of inventory valuation comprised 9% and 11% of total gross inventory values as of December 31, 2024 and 2023, respectively~~. If the FIFO method of inventory valuation had been used, inventories would have been $~~169~~181 million and $~~183~~169 million higher as of December 31, ~~2024~~2025 and ~~2023~~2024, respectively.

4. Property, Plant and Equipment

($ in millions)

Useful Lives (years)

~~2024~~2025

~~2023~~2024

Land and land improvements

1-30

$~~525~~593

$~~541~~525

Buildings

20-40

1,~~769~~939

1,~~761~~769

Machinery and equipment

5-25

3,~~545~~977

3,~~862~~545

Other

3-20

1,~~107~~464

1,~~122~~107

Construction in progress

~~735~~756

~~669~~735

Total

$78,~~681~~729

$7,~~955~~681

Less: accumulated depreciation

4,~~217~~724

4,~~505~~217

Net

$34,~~464~~005

$3,~~450~~464

5. Investments

($ in millions)	~~2024~~2025	~~2023~~2024
Investments in equity affiliates	$~~141~~151	$141
Marketable equity securities (See Note 11)	8579	7485
Other	~~105~~102	39105
Total	$~~331~~332	$~~254~~331

Investments in equity affiliates represent PPG’s ownership interests in entities between 20% and 50% that manufacture and sell coatings and certain chemicals.

PPG’s share of undistributed net earnings of equity affiliates was $2019 million, $2120 million and $2521 million in ~~2024~~2025, ~~2023~~2024 and ~~2022~~2023, respectively. Dividends received from equity affiliates were $1412 million, $1714 million and $17 million in ~~2024~~2025, ~~2023~~2024 and ~~2022~~2023, respectively.

~~2024~~2025 PPG ANNUAL REPORT AND FORM 10-K 4945

6. Goodwill and Other Identifiable Intangible Assets

Goodwill
($ in millions)	Global Architectural Coatings	Performance Coatings	Industrial Coatings	Total
January 1, 2023	$2,860	$1,936	$1,197	$5,993
January 1, 2024	$2,996	$1,913	$1,206	$6,115
Acquisitions, including purchase accounting adjustments	—	126	13	139
Divestitures	—	(5)	—	(5)
Foreign currency impact and other	136	14	(4)	146
Goodwill impairment	—	(158)	—	(158)
December 31, 2023	$2,996	$1,913	$1,206	$6,115
Acquisitions, including purchase accounting adjustments	—	2	—	2
Divestitures	—	—	(2)	(2)
Foreign currency impact and other	(308)	(61)	(56)	(425)
December 31, 2024	$2,688	$1,854	$1,148	$5,690
Foreign currency impact and other	320	60	79	459
December 31, 2025	$3,008	$1,914	$1,227	$6,149

In the fourth quarter, the Company tests the carrying value of goodwill for impairment, as discussed in Note 1. “Summary of Significant Accounting Policies.” In both 2025 and 2024, the annual impairment testing of goodwill did not result in impairment of any of the Company’s reporting units. In conjunction with the 2023 assessment, the Company determined that the estimated fair value of the traffic solutions reporting unit was less than its carrying value, resulting in recognition of a goodwill impairment charge of $158 million in Impairment and other related charges, net in the accompanying consolidated statements of income. The fair value of the traffic solutions reporting unit was estimated using a discounted cash flow model. Key assumptions and estimates used in the discounted cash flow model included projected future revenues, a discount rate, operating cash flows, capital expenditures, and a tax rate. The decline in the fair value of the traffic solutions reporting unit compared to prior periods was primarily due to an increase in the weighted average cost of capital (discount rate assumption) reflecting the current interest rate environment. In addition, the fair value was impacted by a decline in the reporting unit’s long-term cash generation forecast due to the highly inflationary environment in Argentina and the fourth quarter 2023 divestitures of its European and Australian businesses. ~~In 2022, the annual impairment testing of goodwill did not result in impairment of any of the Company’s reporting units.~~

As of December 31, ~~2024~~2025, accumulated goodwill impairment losses totaled $158 million, all of which relates to the Performance Coatings reportable segment.

Identifiable Intangible Assets

December 31, 2024

December 31, 2023

December 31, 2025

December 31, 2024

($ in millions)

Gross Carrying Amount

Accumulated Amortization

Net

Gross Carrying Amount

Accumulated Amortization

Net

Indefinite-Lived Identifiable Intangible Assets

Trademarks

$1,~~123~~274

$—

$1,~~123~~274

$1,~~297~~123

$—

$1,~~297~~123

Definite-Lived Identifiable Intangible Assets

Acquired technology

$~~800~~819

($~~666~~720)

$~~134~~99

$~~817~~800

($~~651~~666)

$~~166~~134

Customer-related

1,~~656~~782

(1,~~106~~293)

~~550~~489

1,~~759~~656

(1,~~098~~106)

~~661~~550

Trade names

~~276~~299

(~~162~~191)

~~114~~108

~~299~~276

(~~164~~162)

~~135~~114

Other

4346

(4245)

4643

(4442)

Total Definite Lived Intangible Assets

$2,~~775~~946

($12,~~976~~249)

$~~799~~697

$2,~~921~~775

($1,~~957~~976)

$~~964~~799

Total Identifiable Intangible Assets

$34,~~898~~220

($12,~~976~~249)

$1,~~922~~971

$43,~~218~~898

($1,~~957~~976)

$21,~~261~~922

In the fourth quarter, the Company tests the carrying value of indefinite-lived trademarks for impairment, as discussed in Note 1, “Summary of Significant Accounting Policies.” In both 2025 and 2024, the annual impairment testing review of indefinite-lived intangibles did not result in an impairment. In conjunction with ~~both~~ the 2023 ~~and 2022~~ annual impairment ~~tests~~test, the Company determined that the estimated fair value of certain trademarks in the Global Architectural Coatings segment ~~was~~were less than the carrying value, resulting in recognition of impairment charges of $2 million ~~and $4 million, respectively,~~ in Impairment and other related charges, net in the accompanying consolidated statement of income.

InAggregate ~~the~~amortization ~~first~~expense ~~quarter~~was ~~2022~~$125 million, ~~due~~$132 tomillion ~~the~~and ~~adverse~~$154 ~~economic~~million ~~impacts of the Russian invasion~~ in ~~Ukraine~~2025, ~~the~~2024 ~~Company~~and ~~recognized~~2023, ~~$147 million~~respectively. ofIn ~~Impairment~~the ~~and~~fourth ~~other~~quarter ~~related charges~~2023, ~~net~~the inCompany ~~the~~recognized ~~consolidated~~accelerated ~~statement~~amortization expense of ~~income~~$6 million related to ~~certain definite-lived and indefinite-lived intangible assets in~~ the ~~Performance~~exit ~~Coatings~~of ~~segment.~~a ~~Refer~~non-core ~~to Note 7, “Impairment and Other Related Charges, Net” for further details~~business.

2024 PPG ANNUAL REPORT AND FORM 10-K 50


($ in millions)	2026	2027	2028	2029	2030	Thereafter
Estimated future amortization expense	$104	$84	$77	$71	$62	$299

~~Aggregate~~2025 ~~amortization~~PPG ~~expense~~ANNUAL ~~was~~REPORT ~~$132~~AND ~~million,~~FORM ~~$154 million and $145 million in 2024, 2023 and 2022, respectively. In the fourth quarter 2023, the Company recognized accelerated amortization expense of $6 million related to the exit of a non~~10-~~core business.~~K 46

($ in millions)			2025			2026			2027			2028			2029			Thereafter
Estimated future amortization expense			$126			$97			$89			$81			$75			$331

7. Impairment and Other Related Charges, Net

In ~~2023~~2025, the Company ~~recorded~~recognized apretax ~~goodwill~~net impairment ~~charge for the traffic solutions reporting unit~~ and ~~indefinite-lived~~other ~~intangible~~related ~~asset~~charges ~~impairment~~of ~~charges~~$24 million related to ~~certain~~a ~~trademarks.~~consolidated Injoint ~~2022,~~venture in the ~~Company~~Performance ~~recorded~~Coatings ~~indefinite-lived~~segment. The ~~intangible asset impairment~~ charges ~~for~~primarily ~~certain~~represented ~~trademarks.~~the ~~Refer~~impairment toof ~~Note~~definite-lived 6,identified ~~“Goodwill~~intangible assets and ~~Intangible Assets” for further detail related to these charges, which~~ are included in Impairment and other related charges, net in the ~~accompanying~~ consolidated statement of income. Net loss of $12 million related to the charges was attributable to noncontrolling interests.

~~Wind~~In ~~Down~~2023, ofthe ~~Russia~~Company ~~Operations~~recorded a goodwill impairment charge for the traffic solutions reporting unit and indefinite-lived intangible asset impairment charges related to certain trademarks. Refer to Note 6, “Goodwill and Other Identifiable Intangible Assets” for further detail related to this charge, which is included in Impairment and other related charges, net in the accompanying consolidated statement of income.

~~During~~Sale ~~2022,~~of ~~the Company commenced actions to wind down its operations in~~ Russia in response to the Russian invasion of Ukraine. As a result, the Company recognized $227 million of Impairment and other related charges, net, in the consolidated statement of income during 2022, comprised of $201 million of long-lived asset impairment charges and $26 million of other related charges. During 2023, the Company divested its legacy industrial Russian operations. Operations

In ~~the fourth quarter~~ 2024, the Company received written approval from Russian regulatory authorities of a definitive agreement to sell the Company’s remaining Russian business. ~~The sale closed in the first quarter 2025.~~ As a result, the Company classified the business as held for sale as of December 31, 2024 and recognized an impairment charge of $146 million during ~~the fourth quarter~~ 2024, primarily related to accumulated foreign currency translation losses, which iswas included in Impairment and other related charges, net onin the consolidated statement of income. No tax benefit was recorded on the impairment charge. The remaining liabilities of the business ~~are~~were reported ~~are reported~~ as held for sale in Other current liabilities on the consolidated balance sheet as of December 31, 2024. In the first quarter 2025, PPG completed the sale of its remaining Russian business. The results of the business ~~are~~were reported within the Global Architectural Coatings reportable business segment.

8. Business Restructuring

The Company records restructuring liabilities that represent charges incurred in connection with consolidations of certain operations, including operations from acquisitions, as well as headcount reduction programs. These charges consist primarily of severance costs and certain other cash costs. As a result of these programs, the Company will also incur incremental non-cash accelerated depreciation expense for certain assets due to their reduced expected asset life. These charges are not allocated to the Company’s reportable business segments. Refer to Note 21, “Reportable Business Segment Information” for additional information.

In ~~October~~ 2024, the Company approved a comprehensive cost reduction program ~~with anticipated annualized pre-tax savings of approximately $175 million once fully implemented, including savings of $60 million in 2025~~. The multi-year program is focused on reducing structural costs primarily in Europe and in certain other global businesses, along with other corporate costs following the divestitures of PPG’s silicas products business and the architectural coatings business in the U.S. and Canada. The program includes various facility closures and other targeted fixed cost reductions. In ~~the~~connection ~~fourth~~with ~~quarter~~approval of ~~2024~~this restructuring program, the Company recorded a pretax restructuring charge of $239 million, representing employee severance and other cash costs. As a result of this program, the Company also recognized a $110 million non-cash charge in ~~the fourth quarter of~~ 2024 due to the recognition of accumulated currency losses related to the exit of its Argentina operations. Additionally, the Company expects to incur approximately $100 million of incremental noncash accelerated depreciation expense over the life of the program for certain assets due to their reduced expected asset life in addition to other cash costs of approximately $70 million over the duration of this program, consisting of incremental restructuring-related cash costs for certain items that are required to be recognized as period expense as incurred. The restructuring actions will result in the net reduction of approximately 1,800 positions, primarily in Europe and the U.S. The majority of these restructuring actions are expected to be completed in 2025 and 2026.

InThe ~~2023,~~majority of the ~~Company~~remaining approved business restructuring actions ~~to reduce costs~~ and ~~improve~~associated ~~the~~cash ~~profitability~~outlays ~~of the overall business portfolio. The majority of these restructuring actions~~ are expected to be completed byin ~~the~~2026 ~~end~~and ~~of 2025~~2027.

InThe ~~2022,~~following ~~the~~table ~~Company~~summarizes ~~approved a business~~ restructuring ~~plan~~reserve ~~which~~activity ~~included~~for actions to reduce its global cost structure in response to economic conditions, including softening demand in Europe and lower than expected demand recovery in China. The Company performed a comprehensive evaluation to identify opportunities to reduce costs and improve the ~~profitability~~years ofended ~~the~~December ~~overall business portfolio. The program includes actions to right-size employee headcount~~31, ~~reductions~~2025 ~~in functional~~ and ~~administrative costs and other cost savings actions. The majority of these restructuring actions are expected to be completed by the end of 2025.~~2024:

2024 PPG ANNUAL REPORT AND FORM 10-K 51


	Total Reserve
($ in millions)	2025	2024
January 1	$276	$110
Approved restructuring actions	39	239
Release of prior reserves and other adjustments(a)	(33)	(6)
Cash payments	(82)	(52)
Foreign currency impact	26	(15)
December 31	$226	$276

The following table summarizes restructuring reserve activity for the years ended December 31, 2024 and 2023:

	Total Reserve
($ in millions)	2024	2023
January 1	$110	$165
Approved restructuring actions	239	33
Release of prior reserves and other adjustments(a)	(6)	(35)
Cash payments	(52)	(56)
Foreign currency impact	(15)	3
December 31	$276	$110

(a)Certain releases were recorded to reflect the current estimate of costs to complete planned business restructuring actions.

9. Leases

PPG leases certain retail paint stores, warehouses, distribution facilities, office space, fleet vehicles and equipment.

The components of lease expense for the years ended December 31, ~~2024~~2025, ~~2023~~2024 and ~~2022~~2023 were as follows:

($ in millions)	Classification in the Consolidated Statement of Income	2024	2023	2022
Operating lease cost	Cost of sales, exclusive of depreciation and amortization	$47	$45	$42
Operating lease cost	Selling, general and administrative	141	138	136
Total operating lease cost		$188	$183	$178
Finance lease cost:
Amortization of right-of-use assets	Depreciation	$1	$1	$2
Interest on lease liabilities	Interest expense	1	1	1
Total finance lease cost		$2	$2	$3
Total lease cost		$190	$185	$181

2025 PPG ANNUAL REPORT AND FORM 10-K 47

Total operating lease cost for the years ended December 31, 2024, 2023 and 2022 is inclusive of the following:


($ in millions)	Classification in the Consolidated Statement of Income	2025	2024	2023
Operating lease cost	Cost of sales, exclusive of depreciation and amortization	$49	$47	$45
Operating lease cost	Selling, general and administrative	150	141	138
Total operating lease cost		$199	$188	$183
Finance lease cost:
Amortization of right-of-use assets	Depreciation	$1	$1	$1
Interest on lease liabilities	Interest expense	1	1	1
Total finance lease cost		$2	$2	$2
Total lease cost		$201	$190	$185

($ in millions)	2024	2023	2022
Variable lease costs	$9	$9	$6
Short-term lease costs	$20	$19	$21

Total operating lease cost for the years ended December 31, 2025, 2024 and 2023 is inclusive of the following:

The lease amounts included in the consolidated balance sheet as of December 31, 2024 and 2023 were as follows:


($ in millions)	2025	2024	2023
Variable lease costs	$10	$9	$9
Short-term lease costs	$19	$20	$19

($ in millions)	Classification on the Consolidated Balance Sheet	2024	2023
Assets:
Operating	Operating lease right-of-use assets	$597	$571
Finance(1)	Property, plant, and equipment, net	12	12
Total leased assets		$609	$583
Liabilities:
Current
Operating	Current portion of operating lease liabilities	$126	$128
Finance	Short-term debt and current portion of long-term debt	2	2
Noncurrent
Operating	Operating lease liabilities	454	417
Finance	Long-term debt	5	6
Total lease liabilities		$587	$553

The lease amounts included in the consolidated balance sheet as of December 31, 2025 and 2024 were as follows:

(1)Net of accumulated depreciation of $14 million as of both December 31, 2024 and 2023.


($ in millions)	Classification on the Consolidated Balance Sheet	2025	2024
Assets:
Operating	Operating lease right-of-use assets	$604	$597
Finance(1)	Property, plant, and equipment, net	15	12
Total leased assets		$619	$609
Liabilities:
Current
Operating	Current portion of operating lease liabilities	$138	$126
Finance	Short-term debt and current portion of long-term debt	2	2
Noncurrent
Operating	Operating lease liabilities	450	454
Finance	Long-term debt	5	5
Total lease liabilities		$595	$587

~~Supplemental~~(1)Net ~~cash~~of ~~flow~~accumulated ~~information~~depreciation ~~related~~of to$16 million ~~leases~~and ~~for~~$14 million ~~the~~as ~~years ended~~ of December 31, ~~2024,~~2025 ~~2023~~ and ~~2022~~2024, ~~was as follows:~~ respectively.

($ in millions)	2024	2023	2022
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows paid for operating leases	$157	$155	$151
Operating cash flows paid for finance leases	$1	$1	$1
Financing cash flows paid for finance leases	$2	$2	$2
Right-of-use assets obtained in exchange for lease obligations:
Operating leases	$184	$119	$90
Finance leases	$1	$1	$3

Supplemental cash flow information related to leases for the years ended December 31, 2025, 2024 and 2023 was as follows:

2024 PPG ANNUAL REPORT AND FORM 10-K 52


($ in millions)	2025	2024	2023
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows paid for operating leases	$168	$157	$155
Operating cash flows paid for finance leases	$1	$1	$1
Financing cash flows paid for finance leases	$2	$2	$2
Right-of-use assets obtained in exchange for lease obligations:
Operating leases	$109	$184	$119
Finance leases	$2	$1	$1

Lease terms and discount rates as of December 31, ~~2024~~2025, ~~2023~~2024 and ~~2022~~2023 were as follows:

	2024		2023		2022
	2025		2024		2023
Weighted-average remaining lease term (in years)
Operating leases	6.93		6.89		76.38
Finance leases	810.14		98.31		89.63
Weighted-average discount rate
Operating leases	3.6	%	3.06	%	23.40	%
Finance leases	6.87	%	6.08	%	56.90	%

As2025 ofPPG ~~December 31,~~ANNUAL ~~2024,~~REPORT ~~maturities~~AND ofFORM ~~lease liabilities were as follows:~~10-K 48

($ in millions)	Operating Leases	Finance Leases
2025	$144	$2
2026	119	2
2027	89	2
2028	72	1
2029	55	1
Thereafter	174	—
Total lease payments	$653	$8
Less: Interest	73	1
Total lease obligations	$580	$7

As of December 31, 2025, maturities of lease liabilities were as follows:


($ in millions)	Operating Leases	Finance Leases
2026	$156	$2
2027	123	2
2028	98	1
2029	72	1
2030	59	1
Thereafter	150	1
Total lease payments	$658	$8
Less: Interest	70	1
Total lease obligations	$588	$7

10. Borrowings and Lines of Credit

Long-term Debt Obligations

($ in millions)	Maturity Date	~~2024~~2025	~~2023~~2024
2.4% notes ($300)	2024	—	299
0.875% notes (€600)	2025	—	620
0.875% notes (€600)	2025	620	660
1.875% notes (€300)	2025	—	310
1.875% notes (€300)	2025	310	330
1.2% notes ($700)	2026	700	698
1.2% notes ($700)	2026	698	696
1.4% notes (€600)	2027	704	619
Term Loan Credit Agreement, due 2026 (€750)	2026	776	552
Term Loan due 2028 (€1,050)(1)	2028	1,233	776
1.4% notes (€600)	2027	619	659
3.75% notes ($800)(2)	2028	801	806
3.75% notes ($800)(1)	2028	806	808
2.5% notes (€80)	2029	94	83
2.5% notes (€80)	2029	83	87
2.8% notes ($300)	2029	299	298
2.8% notes ($300)	2029	298	298
2.75% notes (€700)	2029	819	718
2.75% notes (€700)	2029	718	768
2.55% notes ($300)	2030	298	297
2.55% notes ($300)	2030	297	297
4.375% notes ($700)	2031	692	—
1.95% note (€50)	2037	51	54
3.25% notes (€900)	2032	1,047	—
7.7% notes ($176)	2038	175	174
1.95% note (€50)	2037	58	51
5.5% notes ($250)	2040	248	247
7.7% notes ($176)	2038	175	175
3.0% notes (€120)	2044	118	126
5.5% notes ($250)	2040	248	248
Various other non-U.S. debt	Various	—	1
3.0% notes (€120)	2044	135	118
Finance lease obligations	Various	7	87
Impact of derivatives on debt(2)	N/A	(16)	(14)
Impact of derivatives on debt(3)	N/A	(6)	(16)
Total		$57,~~808~~304	$65,~~050~~808
Less payments due within one year	N/A	~~932~~702	~~302~~932
Long-term debt		$46,~~876~~602	$54,~~748~~876

(1)InAs ~~February 2018, PPG entered into interest rate swaps which converted $375 million~~ of ~~the~~December ~~notes~~31, ~~from~~2025, ~~a fixed interest rate to a floating interest rate based on~~ the ~~three~~Term ~~month~~Loan ~~LIBOR.~~was ~~The~~due ~~impact~~in ~~of the derivative on the notes represents the fair value adjustment of the debt~~2028. ~~The~~In ~~average~~January ~~effective~~2026, ~~interest rate for~~ the ~~portion~~Term ofLoan ~~the notes impacted by the swaps~~ was ~~6.4%~~amended ~~and~~to ~~6.2%~~extend ~~for~~its ~~the~~maturity ~~years ended December 31, 2024 and 2023, respectively. Refer~~ to ~~Note~~January ~~11, “Financial Instruments, Hedging Activities and Fair Value Measurements” for additional information~~2029.

(2)~~Fair~~In ~~value~~February ~~adjustment~~2018, ofPPG ~~the~~entered ~~3.75%~~ into interest rate swaps which converted $~~800~~375 million of the notes asfrom a ~~result~~fixed interest rate to a floating interest rate based on the three month SOFR. The impact of the derivative on the notes represents the fair value ~~hedge~~adjustment ~~accounting~~of ~~treatment~~the ~~related~~debt. toThe ~~the~~average ~~outstanding~~effective interest rate ~~swaps~~for asthe portion of the notes impacted by the swaps was 5.5% and 6.4% for the years ended December 31, ~~2024~~2025 and ~~2023~~2024, respectively. Refer to Note 11, “Financial Instruments, Hedging Activities and Fair Value Measurements” for additional information.

(3)Fair value adjustment of the 3.75% $800 million notes as a result of fair value hedge accounting treatment related to the outstanding interest rate swaps as of December 31, 2025 and 2024. ~~PPG~~Refer ~~ANNUAL~~to ~~REPORT~~Note ~~AND~~11, ~~FORM~~“Financial ~~10-K 53~~Instruments, Hedging Activities and Fair Value Measurements” for additional information.

2025 PPG ANNUAL REPORT AND FORM 10-K 49

Credit Agreements

In ~~March~~July 2023, PPG amended and restated its five-year credit agreement (the “"Credit Agreement”") dated as of August 30, 2019., ~~The~~extending ~~amendments~~the toterm ~~the~~through ~~Credit~~July ~~Agreement~~27, ~~replaced~~2028. ~~the~~In ~~LIBOR-based~~October ~~reference~~2025, ~~interest~~PPG ~~rate~~amended ~~option~~the ~~with~~Credit aAgreement ~~reference~~to ~~interest~~extend ~~rate~~its ~~option~~maturity ~~based~~as ~~upon~~to ~~Term~~certain ~~SOFR~~commitments. The ~~other~~amended ~~terms of the~~ Credit Agreement ~~remained~~provides ~~unchanged~~for a $2.3 billion Inunsecured ~~July~~revolving ~~2023~~credit facility, ~~PPG~~of ~~amended~~which ~~and~~$2,148 million ~~restated~~of the ~~Credit~~total ~~Agreement,~~commitment ~~extending~~has ~~the~~a term through July ~~27,~~2029 ~~2028. The amended~~ and ~~restated~~$152 million ~~Credit~~of ~~Agreement~~the ~~provides~~total ~~for~~commitment has a ~~$2.3 billion~~term ~~unsecured~~through ~~revolving~~July ~~credit facility~~2028. The Company has the ability to increase the size of the Credit Agreement by up to an additional $750 million, subject to the receipt of lender commitments and other conditions precedent. The Company has the right, subject to certain conditions set forth in the Credit Agreement, to designate certain subsidiaries of the Company as borrowers under the Credit Agreement. In connection with any such designation, the Company is required to guarantee the obligations of any such subsidiaries under the Credit Agreement. There were no amounts outstanding under the Credit Agreement as of December 31, ~~2024~~2025 and December 31, ~~2023~~2024.

Borrowings under the Credit Agreement may be made in U.S. Dollars or in euros. The Credit Agreement provides that loans will bear interest at rates based, at the Company’s option, on one of two specified base rates plus a margin based on certain formulas defined in the Credit Agreement. Additionally, the Credit Agreement contains a Commitment Fee, as defined in the Credit Agreement, on the amount of unused commitments under the Credit Agreement ranging from 0.060% to 0.125% per annum.

The Credit Agreement also supports the Company’s commercial paper borrowings which are classified as long-term based on PPG’s intent and ability to refinance these borrowings on a long-term basis. There were no commercial paper borrowings outstanding as of both December 31, ~~2024~~2025 and December 31, ~~2023~~2024.

The Credit Agreement contains usual and customary restrictive covenants for facilities of its type, which include, with specified exceptions, limitations on the Company’s ability to create liens or other encumbrances, to enter into sale and leaseback transactions and to enter into consolidations, mergers or transfers of all or substantially all of its assets. The Credit Agreement also requires the Company to maintain a ratio of Total Indebtedness to Total Capitalization, as defined in the Credit Agreement, of 60% or less; provided, that for any fiscal quarter in which the Company has made an acquisition for consideration in excess of $1 billion and for the next five fiscal quarters thereafter, the ratio of Total Indebtedness to Total Capitalization may not exceed 65% at any time. As of December 31, ~~2024~~2025, Total Indebtedness to Total Capitalization as defined under the Credit Agreement was 4547%.

The Credit Agreement contains, among other things, customary events of default that would permit the lenders to accelerate the loans, including the failure to make timely payments when due under the Credit Agreement or other material indebtedness, the failure to satisfy covenants contained in the Credit Agreement, a change in control of the Company and specified events of bankruptcy and insolvency.

2024 PPG ANNUAL REPORT AND FORM 10-K 54

Other Long-term Debt Activities

In November 2025, PPG’s €600 million 0.875% notes matured, and the Company repaid this obligation using cash on hand.

In October 2025, PPG completed a public offering of $700 million 4.375% Notes due 2031. These notes were issued pursuant to PPG’s existing shelf registration statement and pursuant to an indenture between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee, as supplemented (the "2025 Indenture"). The 2025 Indenture governing these notes contains covenants that limit the Company’s ability to, among other things, incur certain liens securing indebtedness, engage in certain sale-leaseback transactions, and enter into certain consolidations, mergers, conveyances, transfers or leases of all or substantially all the Company’s assets. The terms of these notes also require the Company to make an offer to repurchase Notes upon a Change of Control Triggering Event (as defined in the 2025 Indenture) at a price equal to 101% of their principal amount plus accrued and unpaid interest. The Company may issue additional debt from time to time pursuant to the Indenture. The aggregate cash proceeds from the notes, net of discounts and fees, was $693 million.

2025 PPG ANNUAL REPORT AND FORM 10-K 50

In June 2025, PPG's €300 million 1.875% notes matured, and the Company repaid this obligation using cash on hand.

In March 2025, PPG completed a public offering of €900 million 3.250% Notes due 2032. These notes were issued pursuant to PPG’s existing shelf registration statement and pursuant to an indenture between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee, as supplemented. These notes contain covenants materially consistent with the $700 million 4.375% Notes due 2031 discussed above. The aggregate cash proceeds from the notes, net of discounts and fees, was $940 million. The notes are denominated in euro and the notes have been designated as hedges of net investments in the Company’s European operations. Refer to Note 11 “Financial Instruments, Hedging Activities and Fair Value Measurements” for additional information.

In August 2024, PPG’s $300 million 2.4% notes matured, and the Company repaid this obligation using cash on hand.

In March 2023, PPG’s $300 million 3.2% notes matured, and the Company repaid this obligation using cash on hand.

In ~~May~~February ~~2022~~2021, PPG ~~completed~~entered into a ~~public offering of €300 million 1~~$2.~~875% Notes due 2025 and €700~~0 ~~million~~billion ~~2.750%~~term ~~Notes~~loan ~~due~~credit ~~2029.~~agreement ~~These notes were issued pursuant to PPG’s existing shelf registration statement and pursuant to an indenture between~~ (the ~~Company~~"Term ~~and~~Loan ~~The~~Credit ~~Bank of New York Mellon Trust Company, N.A., as trustee, as supplemented (the~~ Agreement"~~2022 Indenture"~~). ~~The~~to ~~2022~~finance ~~Indenture governing these notes contains covenants that limit~~ the Company’s ~~ability~~acquisition ~~to,~~of ~~among other things~~Tikkurila, ~~incur~~and ~~certain~~to ~~liens~~pay ~~securing indebtedness~~fees, ~~engage~~costs ~~in certain sale-leaseback transactions,~~ and ~~enter~~expenses ~~into~~related ~~certain consolidations, mergers, conveyances, transfers or leases of all or substantially all the Company’s assets~~thereto. The ~~terms~~Term ofLoan ~~these~~Credit ~~notes~~Agreement ~~also~~provided ~~require~~ the Company towith ~~make~~the anability ~~offer~~ to ~~repurchase~~borrow ~~Notes~~up ~~upon a Change of Control Triggering Event (as defined in the 2022 Indenture) at a price equal~~ to ~~101%~~an ofaggregate ~~their~~ principal amount ~~plus~~of ~~accrued and unpaid interest~~$2.0 billion ~~The~~on ~~Company~~an ~~may~~unsecured ~~issue additional debt from time to time pursuant to the Indenture~~basis. ~~The~~In ~~aggregate~~2023, ~~cash~~PPG ~~proceeds~~fully ~~from~~repaid the ~~notes,~~remaining ~~net of discounts and fees, was~~ $1~~,061 million~~.1 billion ~~The~~that ~~notes~~was ~~are~~outstanding ~~denominated~~under ~~in euro and have been designated as hedges of net investments in~~ the ~~Company’s~~Term ~~European~~Loan ~~operations.~~Credit ~~Refer~~Agreement tousing ~~Note~~cash 11on ~~“Financial Instruments, Hedging Activities and Fair Value Measurements~~hand.~~” for additional information.~~

In March 2022, PPG privately placed a 15-year €50 million 1.95% fixed interest note. This note contains covenants materially consistent with the 1.875% and 2.750% notes discussed above. This debt arrangement is denominated in euros and has been designated as a net investment hedge of the Company's European operations. Refer to Note 11 "Financial Instruments, Hedging Activities and Fair Value Measurements" for additional information.

In February 2021, PPG entered into a $2.0 billion term loan credit agreement (the "Term Loan Credit Agreement") to finance the Company’s acquisition of Tikkurila, and to pay fees, costs and expenses related thereto. The Term Loan Credit Agreement provided the Company with the ability to borrow up to an aggregate principal amount of $2.0 billion on an unsecured basis. The Term Loan Credit Agreement contained covenants that are consistent with those in the Credit Agreement discussed below and that are usual and customary restrictive covenants for facilities of its type, which include, with specified exceptions, limitations on the Company’s ability to create liens or other encumbrances, to enter into sale and leaseback transactions and to enter into consolidations, mergers or transfers of all or substantially all of its assets. The Term Loan Credit Agreement was scheduled to mature and all outstanding borrowings were due and payable on the third anniversary of the date of the initial borrowing under the Agreement. In June 2021, PPG borrowed $700 million under the Term Loan Credit Agreement to finance the Company’s acquisition of Tikkurila, and to pay fees, costs and expenses related thereto. In December 2021, PPG borrowed an additional $700 million under the Term Loan Credit Agreement to be used for working capital and general corporate purposes. In 2022 and 2023, PPG repaid $300 million and $1.1 billion, respectively, of the Term Loan Credit Agreement using cash on hand. The Term Loan Credit Agreement was fully repaid as of December 31, 2023.

Restrictive Covenants and Cross-Default Provisions

As of December 31, ~~2024~~2025, PPG was in full compliance with the restrictive covenants under its various credit agreements, loan agreements and indentures.

Additionally, the Company’s Credit Agreement ~~contains~~and Term Loan contain customary cross-default provisions. These provisions provide that a default on a debt service payment of $100 million or more for longer than the grace period provided under another agreement may result in an event of default under this agreement. None of the Company’s primary debt obligations are secured or guaranteed by the Company’s affiliates.

Long-term Debt Maturities

($ in millions)			Maturity per year
2025			$933
2026			$702
2026			$1,474
2027			$702
2027			$621
2028(1)			$2,023
2028			$782
2029			$1,212
2029			$1,106
2030			$295
Thereafter			$~~892~~2,370

~~2024~~(1)As ~~PPG~~of ~~ANNUAL~~December ~~REPORT~~31, ~~AND~~2025, ~~FORM~~the ~~10-K 55~~Term Loan with an outstanding balance of $1,233 million was due in 2028. The Term Loan is shown as due in 2028 within this table. In January 2026, the Term Loan was amended to extend its maturity to January 2029.

Short-term Debt Obligations

($ in millions)	~~2024~~2025	~~2023~~2024
Various, weighted average 1.9% and 2.4% as of December 31, 2024 and 2023, respectively.	$7	$4
Various, weighted average 0.7% and 1.9% as of December 31, 2025 and 2024, respectively.	$4	$7

Lines of Credit, Letters of Credit and Surety Bonds

PPG’s non-U.S. operations have uncommitted lines of credit totaling $~~480~~436 million of which none was used as of December 31, ~~2024~~2025. These uncommitted lines of credit are subject to cancellation at any time and are generally not subject to any commitment fees.

The Company had outstanding letters of credit and surety bonds of $~~302~~272 million and $~~232~~302 million as of December 31, ~~2024~~2025 and ~~2023~~2024, respectively. The letters of credit secure the Company’s performance to third parties under certain self-insurance programs and other commitments made in the ordinary course of business. The Company does not believe any loss related to these letters of credit or surety bonds is likely.

11. Financial Instruments, Hedging Activities and Fair Value Measurements

Financial instruments include cash and cash equivalents, short-term investments, cash held in escrow, marketable equity securities, accounts receivable, company-owned life insurance, accounts payable, short-term and long-term debt instruments, and derivatives. The fair values of these financial instruments approximated their carrying values at December 31, ~~2024~~2025 and ~~2023~~2024, in the aggregate, except for long-term debt instruments.

2025 PPG ANNUAL REPORT AND FORM 10-K 51

Hedging Activities

The Company has exposure to market risk from changes in foreign currency exchange rates and interest rates. As a result, financial instruments, including derivatives, have been used to hedge a portion of these underlying economic exposures. Certain of these instruments qualify as fair value, cash flow, and net investment hedges upon meeting the requisite criteria, including effectiveness of offsetting hedged or underlying exposures. Changes in the fair value of derivatives that do not qualify for hedge accounting are recognized in Income before income taxes in the period incurred.

PPG’s policies do not permit speculative use of derivative financial instruments. PPG enters into derivative financial instruments with high credit quality counterparties and diversifies its positions among such counterparties in order to reduce its exposure to credit losses. The Company did not realize a credit loss on derivatives during the three-year period ended December 31, ~~2024~~2025.

All of PPG’s outstanding derivative instruments are subject to accelerated settlement in the event of PPG’s failure to meet its debt or payment obligations under the terms of the instruments’ contractual provisions. In addition, if the Company would be acquired and its payment obligations under its derivative instruments’ contractual arrangements are not assumed by the acquirer, or if PPG would enter into bankruptcy, receivership or reorganization proceedings, its outstanding derivative instruments would also be subject to accelerated settlement.

In ~~2024~~2025 and ~~2023~~2024, there were no derivative instruments de-designated or discontinued as a hedging instrument. There were no gains or losses deferred in Accumulated other comprehensive loss on the consolidated balance sheet that were reclassified to Income before income taxes in the consolidated statement of income during the three-year period ended December 31, ~~2024~~2025 related to hedges of anticipated transactions that were no longer expected to occur.

Fair Value Hedges

The Company uses interest rate swaps from time to time to manage its exposure to changing interest rates. When outstanding, the interest rate swaps are typically designated as fair value hedges of certain outstanding debt obligations of the Company and are recorded at fair value.

PPG has interest rate swaps which converted to $375 million of fixed rate debt to variable rate debt as of both December 31, ~~2024~~2025 and December 31, ~~2023~~2024, respectively. These swaps are designated as fair value hedges and are carried at fair value. Changes in the fair value of these swaps and changes in the fair value of the related debt are recorded in Interest expense in the accompanying consolidated statement of income. The fair value of these interest rate swaps were liabilities of $16 6 million and $1416 million at December 31, ~~2024~~2025 and ~~2023~~2024, respectively.

Cash Flow Hedges

At times, PPG designates certain foreign currency forward contracts as cash flow hedges of the Company’s exposure to variability in exchange rates on third party transactions denominated in foreign currencies. There were no outstanding cash flow hedges at December 31, ~~2024~~2025 and December 31, ~~2023~~2024, respectively.

Net Investment Hedges

PPG uses cross currency swaps and foreign currency euro-denominated debt to hedge a significant portion of its net investment in its European operations, as follows:

PPG had U.S. dollar to euro cross currency swap contracts with total notional amounts of $375 million as of both December 31, 2025 and December 31, 2024, respectively, and designated these contracts as hedges of the Company's net investment in its European operations. During the term of these contracts, PPG ~~ANNUAL~~will ~~REPORT~~receive ~~AND~~payment ~~FORM~~in ~~10-K 56~~U.S. dollars and make payments in euros to the counterparties. As of December 31, 2025 and 2024, the fair value of these contracts were net assets of $11 million and $50 million, respectively.

~~PPG~~At ~~had~~December 31, ~~U.S.~~2025 ~~dollar~~and to2024, ~~euro~~PPG ~~cross~~had ~~currency~~designated ~~swap~~€3.5 ~~contracts~~billion ~~with total notional amounts of $375 million~~ and ~~$475~~€3.2 ~~million as of December 31~~billion, ~~2024 and December 31, 2023,~~ respectively, ~~and~~of ~~designated~~euro-denominated ~~these~~borrowings ~~contracts~~ as hedges of ~~the~~a ~~Company's~~portion of its net investment in ~~its~~the Company’s European operations. ~~During~~The ~~the~~carrying ~~term~~value of these ~~contracts,~~instruments ~~PPG will receive payment in U~~was $4.S.1 billion ~~dollars~~ and ~~make payments in euros to the counterparties~~$3.3 Asbillion ofat December 31, ~~2024~~2025 and ~~2023~~2024, ~~the fair value of these contracts were net assets of $50 million and $33 million,~~ respectively.

AtThere ~~December 31,~~were ~~2024~~no ~~and~~foreign ~~2023,~~currency ~~PPG~~forward ~~had~~contracts designated ~~€3.2 billion and €3.0 billion, respectively, of euro-denominated borrowings~~ as ~~hedges of a portion of its~~ net investment inhedges ~~the~~used ~~Company’s~~or ~~European~~outstanding ~~operations.~~as ~~The carrying value~~ of ~~these~~and ~~instruments~~for ~~was $3.3~~the ~~billion~~periods atended ~~both~~ December 31, 2025, 2024 and 2023.

There were no foreign currency forward contracts designated as net investment hedges used or outstanding as of and for the periods ended December 31, 2024, 2023 and 2022.

Other Financial Instruments

PPG uses foreign currency forward contracts to manage net transaction exposures that do not qualify for hedge accounting; therefore, the change in the fair value of these instruments is recorded in Other charges/(income)~~/charges~~, net in the consolidated statement of income in the period of change. Underlying notional amounts related to these foreign currency forward contracts were $2.8 9 billion and $2.58 billion at December 31, ~~2024~~2025 and ~~2023~~2024, respectively. The fair values of these contracts were net ~~liabilities~~assets of $531 million as of December 31, ~~2024~~2025 and net ~~assets~~liabilities of $2353 million as of December 31, ~~2023~~2024, respectively.

2025 PPG ANNUAL REPORT AND FORM 10-K 52

Gains/Losses Deferred in Accumulated Other Comprehensive Loss

As of December 31, ~~2024 and 2023~~2025, the Company had accumulated pretax unrealized translation ~~gains~~losses in Accumulated other comprehensive loss on the consolidated balance sheet related to the euro-denominated borrowings, foreign currency forward contracts, and the cross currency swaps of $~~460~~572 million and gains of $~~223~~460 million as of December 31, ~~respectively~~2024.

The following table summarizes the amount of gains/(losses) deferred in Other comprehensive ~~(loss)/~~income ("OCI") and the amount and location of gains recognized within the consolidated statement of income related to derivative and debt financial instruments for the years ended December 31, ~~2024~~2025, ~~2023~~2024 and ~~2022~~2023. All dollar amounts are shown on a pretax basis.

	2024		2023		2022
	2025		2024		2023
($ in millions)	~~Gain~~Loss Deferred in OCI	(Loss)/Gain Recognized	~~Loss~~Gain Deferred in OCI	(Loss)/Gain Recognized	~~Gain~~Loss Deferred in OCI	(Loss)/Gain Recognized	Caption in Consolidated Statement of Income
Fair Value
Interest rate swaps	$—	($103)	$—	($10)	$—	($810)	Interest expense
Total Fair Value	$—	($103)	$—	($10)	$—	($810)
Net Investment
Cross currency swaps	($2039)	$98	($~~15)~~20	$129	($3815)	$1612	Interest expense
Foreign denominated debt	~~217~~(533)	—	~~(89)~~217	—	85(89)	—
Total Net Investment	($~~237~~572)	$98	($~~104)~~237	$129	($~~123~~104)	$1612
Economic
Foreign currency forward contracts	$—	$4386	$—	$4943	$—	$4349	Other charges/(income), net

Fair Value Measurements

The Company follows a fair value measurement hierarchy to measure its assets and liabilities. As of December 31, ~~2024~~2025 and ~~2023~~2024, respectively, the assets and liabilities measured at fair value on a recurring basis were cash equivalents, equity securities and derivatives. In addition, the Company measures its pension plan assets at fair value (see Note 14, “Employee Benefit Plans” for further details). The Company’s financial assets and liabilities are measured using inputs from the following three levels:

Level 1 inputs are quoted prices in active markets for identical assets and liabilities that the Company has the ability to access at the measurement date. Level 1 inputs are considered to be the most reliable evidence of fair value as they are based on unadjusted quoted market prices from various financial information service providers and securities exchanges.

Level 2 inputs are directly or indirectly observable prices that are not quoted on active exchanges, which include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability and inputs that are derived principally from or corroborated by observable market data by correlation or other means. The fair values of the derivative instruments reflect the instruments’ contractual terms, including the period to maturity, and uses observable market-based inputs, including forward curves.

Level 3 inputs are unobservable inputs employed for measuring the fair value of assets or liabilities. The Company does not have any recurring financial assets or liabilities that are recorded in its consolidated balance sheets as of December 31, 2025 and 2024 ~~PPG~~that ~~ANNUAL~~are ~~REPORT~~classified ~~AND~~as ~~FORM~~Level ~~10-K 57~~3 inputs.

~~Level~~2025 3PPG ~~inputs~~ANNUAL ~~are~~REPORT ~~unobservable~~AND ~~inputs~~FORM employed for measuring the fair value of assets or liabilities. The Company does not have any recurring financial assets or liabilities that are recorded in its consolidated balance sheets as of December 31, 2024 and 2023 that are classified as Level 3 inputs.10-K 53

Assets and liabilities reported at fair value on a recurring basis

	December 31, 2024			December 31, 2023
	December 31, 2025			December 31, 2024
($ in millions)	Level 1	Level 2	Level 3	Level 1	Level 2	Level 3
Assets:
Other current assets:
Marketable equity securities	$910	$—	$—	$9	$—	$—
Foreign currency forward contracts(a)	—	5	—	—	285	—
Cross currency swaps(b)	—	—	—	—	2	—
Investments:
Marketable equity securities	$8579	$—	$—	$7485	$—	$—
Other assets:
Cross currency swaps(b)	$—	$5015	$—	$—	$3150	$—
Liabilities:
Accounts payable and accrued liabilities:
Foreign currency forward contracts(a)	$—	$584	$—	$—	$558	$—
Other liabilities:
Interest rate swaps(c)	$—	$16	$—	$—	$14	$—
Cross currency swaps(b)	$—	$4	$—	$—	$—	$—
Interest rate swaps(c)	—	6	—	—	16	—

(a) Derivatives not designated as hedging instruments

(b) Net investment hedges

Long-Term Debt

($ in millions)	December 31, ~~2024~~2025 (a)	December 31, ~~2023~~2024 (b)
Long-term debt - carrying value	$57,~~801~~297	$65,~~042~~801
Long-term debt - fair value	$57,~~634~~215	$5,~~781~~634

(a) Excluding finance lease obligations of $7 million and short term borrowings of $74 million as of December 31, ~~2024~~2025.

(b) Excluding finance lease obligations of $87 million and short term borrowings of $47 million as of December 31, ~~2023~~2024.

The fair values of the debt instruments were measured using Level 2 inputs, including discounted cash flows and interest rates then currently available to the Company for instruments of the same remaining maturities.

12. Earnings Per Common Share

($ in millions, except per share amounts)	~~2024~~2025	~~2023~~2024	~~2022~~2023
Earnings per common share (attributable to PPG)
Income from continuing operations, net of tax	$1,~~344~~571	$1,~~223~~344	$1,~~007~~223
(Loss)/income from discontinued operations, net of tax	(228)	47	19
Income/(loss) from discontinued operations, net of tax	5	(228)	47
Net income (attributable to PPG)	$1,~~116~~576	$1,~~270~~116	$1,~~026~~270
Weighted average common shares outstanding	~~233~~226.83	~~236~~233.08	236.10
Effect of dilutive securities:
Stock options	0.41	0.54	0.5
Other stock compensation plans	0.7	0.7	0.7
Potentially dilutive common shares	10.18	1.21	1.2
Adjusted weighted average common shares outstanding	~~234~~227.91	~~237~~234.29	237.32
Earnings per common share (attributable to PPG)
Income from continuing operations, net of tax	$56.7594	$5.1875	$45.2618
(Loss)/income from discontinued operations, net of tax	(0.98)	0.20	0.08
Income/(loss) from discontinued operations, net of tax	0.02	(0.98)	0.20
Net income (attributable to PPG)	$46.7796	$54.3877	$45.3438
Earnings per common share - assuming dilution (attributable to PPG)
Income from continuing operations, net of tax	$56.7292	$5.1672	$45.2416
(Loss)/income from discontinued operations, net of tax	(0.97)	0.19	0.08
Income/(loss) from discontinued operations, net of tax	0.02	(0.97)	0.19
Net income (attributable to PPG)	$46.7594	$54.3575	$45.3235
Antidilutive securities(a):
Stock options	1.3.4	01.93	0.9

(a)Excluded from the computation of earnings per diluted share due to their antidilutive effect.

~~2024~~2025 PPG ANNUAL REPORT AND FORM 10-K 5854

13. Income Taxes

The provision for income taxes by taxing jurisdiction and by significant components consisted of the following:

($ in millions)

~~2024~~2025

~~2023~~2024

~~2022~~2023

Current

U.S. federal

$6762

$9567

$~~136~~95

U.S. state and local

154

1415

2014

Foreign

~~490~~419

~~506~~490

~~315~~506

Total current income tax expense

$~~572~~485

$~~615~~572

$~~471~~615

Deferred

U.S. federal

($230)

($~~156~~2)

($77156)

U.S. state and local

(83)

(158)

(715)

Foreign

~~(87)~~6

(1687)

(6716)

Total deferred income tax benefit

($9727)

($~~187~~97)

($~~151~~187)

Total income tax expense

$~~475~~458

$~~428~~475

$~~320~~428

AThe following table is a reconciliation of the statutory U.S. corporate federal income tax rate to the Company’s effective tax rate ~~follows~~for 2025 in accordance with the guidance in ASU 2023-09:

	2024		2023		2022
	2025
U.S. federal income tax rate	21.0	%	21.0	%	21.0	%
($ in millions, except percentages)	Amount		Percent
Changes in rate due to:
U.S. federal income tax rate	$429		21.0	%
Taxes on non-U.S. earnings	4.8		4.3		3.6
Foreign tax effects
Change in valuation allowance reserves	3.5		3.6		0.6
Mexico
Other foreign tax effects	(4.7)		(2.8)		(1.7)
Tax rate differential	55		2.7
Pillar 2 global minimum tax	0.8		—		—
Nontaxable inflationary effect	(23)		(1.1)
Impairment and other related charges, net	(0.2)		2.0		1.4
Other adjustments	34		1.6
Uncertain tax positions	1.2		(1.8)		(0.3)
Singapore
U.S. tax cost/(benefit) on foreign operations	0.9		(0.9)		(0.2)
Nontaxable gain on sale	(45)		(2.2)
U.S. tax incentives	(0.8)		(0.8)		(1.1)
Other adjustments	(2)		(0.1)
Tax benefits from equity awards	—		(0.2)		(0.3)
Switzerland
U.S. state and local taxes	0.3		—		0.7
Nondeductible loss on sale	45		2.2
Other	(1.2)		0.9		(0.1)
Other adjustments	(11)		(0.6)
Effective income tax rate	25.6	%	25.3	%	23.6	%
Other foreign jurisdictions	61		3.0
Tax credits	(33)		(1.6)
Changes in unrecognized tax benefits	(39)		(1.9)
Other adjustments
Return to provision	(25)		(1.2)
Other adjustments	12		0.6
Effective income tax rate	$458		22.4	%

~~Income/(loss)~~The ~~before~~following ~~income~~table ~~taxes~~is a reconciliation of the ~~Company’s~~statutory U.S. ~~operations~~corporate ~~for~~federal ~~2024, 2023 and 2022 was $210 million, $(129) million and $290 million, respectively. Income before~~ income ~~taxes~~tax ofrate to the Company’s ~~foreign~~effective ~~operations~~tax rate for 2024, and 2023 ~~and~~in ~~2022~~accordance ~~was~~with ~~$1,642~~the ~~million,~~guidance ~~$1,819~~prior ~~million~~to ~~and~~the ~~$1,065~~adoption ~~million,~~of ~~respectively.~~ASU 2023-09:


	2024		2023
U.S. federal income tax rate	21.0	%	21.0	%
Changes in rate due to:
Taxes on non-U.S. earnings	4.8		4.3
Change in valuation allowance reserves	3.5		3.6
Other foreign tax effects	(4.7)		(2.8)
Pillar 2 global minimum tax	0.8		—
Impairment and other related charges, net	(0.2)		2.0
Uncertain tax positions	1.2		(1.8)
U.S. tax cost/(benefit) on foreign operations	0.9		(0.9)
U.S. tax incentives	(0.8)		(0.8)
Tax benefits from equity awards	—		(0.2)
U.S. state and local taxes	0.3		—
Other	(1.2)		0.9
Effective income tax rate	25.6	%	25.3	%

2025 PPG ANNUAL REPORT AND FORM 10-K 55

Income/(loss) before income taxes of the Company’s U.S. operations for 2025, 2024 and 2023 was $293 million, $210 million and $(129) million, respectively. Income before income taxes of the Company’s foreign operations for 2025, 2024 and 2023 was $1,752 million, $1,642 million and $1,819 million, respectively.

Income tax payments, net of refunds

The following table presents the net income taxes paid/(net refunds received) by the Company for 2025 in accordance with the guidance in ASU 2023-09:


($ in millions)			2025
Federal(1)			($5)
State			7
Foreign
Mexico			205
China			56
France			25
Netherlands			25
Switzerland			(27)
Other			152
Total taxes paid, net of refunds			$438

(1)Net refund received due to overpayment of prior year tax liability related to portfolio optimization actions in 2024 and other items.

Deferred income taxes

Deferred income taxes are provided for the effect of temporary differences that arise because there are certain items treated differently for financial accounting than for income tax reporting purposes. The deferred tax assets and liabilities are determined by applying the enacted tax rate in the year in which the temporary difference is expected to reverse.

($ in millions)	~~2024~~2025	~~2023~~2024
Deferred income tax assets related to
Employee benefits	$~~215~~203	$~~266~~215
Contingent and accrued liabilities	~~105~~98	61105
Operating loss and other carry-forwards	~~389~~324	~~270~~389
Operating lease liabilities	~~144~~145	~~187~~144
Research and development amortization	~~259~~304	~~213~~259
Other	~~280~~258	~~198~~280
Valuation allowance	(~~327~~258)	(~~240~~327)
Total	$1,~~065~~074	$~~955~~1,065
Deferred income tax liabilities related to
Property	$~~268~~201	$~~220~~268
Intangibles	~~607~~643	~~679~~607
Employee benefits	3943	4739
Operating lease right-of-use assets	~~148~~150	~~194~~148
Other	~~105~~13	43105
Total	$1,~~167~~050	$1,~~183~~167
Deferred income tax liabilities – net	($102)	($228)
Deferred income tax assets/(liabilities) – net	$24	($102)

2024 PPG ANNUAL REPORT AND FORM 10-K 59

Net operating loss and credit carryforwards

($ in millions)

~~2024~~2025

~~2023~~2024

Expiration

Available net operating loss carryforwards, tax effected:

Indefinite expiration

$8595

$8685

Definite expiration

~~150~~95

72150

~~2025~~2026-~~2044~~2045

Total

$~~235~~190

$~~158~~235

Income tax credit carryforwards

$~~112~~128

$~~108~~112

~~2025~~2026-~~2034~~2035

A valuation allowance of $~~327~~258 million and $~~240~~327 million has been established as of December 31, ~~2024~~2025 and ~~2023~~2024, respectively, for carryforwards and certain other items when the ability to utilize them is not likely.

Undistributed foreign earnings

The Company had $67.15 billion of undistributed earnings of non-U.S. subsidiaries as of December 31, ~~2024~~2025. This amount relates to approximately ~~245~~220 subsidiaries in ~~approximately~~more 65than 50 taxable jurisdictions. The Company estimates repatriation of undistributed earnings of non-U.S. subsidiaries as of December 31, ~~2024~~2025 would result in a tax cost of $~~142~~167 million.

As2025 ofPPG ~~December 31,~~ANNUAL ~~2024,~~REPORT ~~the~~AND ~~Company~~FORM had not changed its intention to reinvest foreign earnings indefinitely or repatriate when it is tax effective to do so, and as such, has not established a liability for foreign withholding taxes or other costs that would be incurred if the earnings were repatriated.10-K 56

As of December 31, 2025, the Company had not changed its intention to reinvest foreign earnings indefinitely or repatriate when it is tax effective to do so, and as such, has not established a liability for foreign withholding taxes or other costs that would be incurred if the earnings were repatriated.

Unrecognized tax benefits

The Company files federal, state and local income tax returns in numerous domestic and foreign jurisdictions. In most tax jurisdictions, returns are subject to examination by the relevant tax authorities for a number of years after the returns have been filed. ~~The~~In ~~Company~~one istax nojurisdiction, ~~longer~~the Company remains subject to examinations by the tax ~~authorities~~authority infor ~~any~~tax years dating back to 2007. In all other major jurisdictions, the Company is no longer subject to examinations by tax ~~jurisdiction~~authorities for years before ~~2008~~2016. ~~Additionally~~Furthermore, the Company is no longer subject to examination by the Internal Revenue Service for U.S. federal income tax returns filed for years through ~~2018.~~2021, ~~The~~and there are no examinations ofopen by the ~~Company’s~~Internal Revenue Service for U.S. federal income tax returns ~~for 2019 and 2020 are currently underway~~.

A reconciliation of the total amounts of unrecognized tax benefits (excluding interest and penalties) as of December 31 follows:

($ in millions)	~~2024~~2025	~~2023~~2024	~~2022~~2023
January 1	$~~121~~141	$~~145~~121	$~~158~~145
Current year tax positions - additions	821	168	1916
Prior year tax positions - additions	4313	3343	233
Prior year tax positions - reductions	~~(1)~~—	(141)	(214)
Statute of limitations expirations	(2015)	(920)	(239)
Settlements	(614)	(516)	(351)
Foreign currency translation	(4)	1	(6)
Resolution of tax matter(1)	(44)	—	—
December 31	$141	$121	$145
Foreign currency translation	9	(4)	1
December 31	$111	$141	$121

~~The~~(1)In ~~Company~~2025, ~~expects~~the ~~that~~Company ~~any~~recorded ~~reasonably~~a ~~possible~~net ~~change~~charge inrelated to the ~~amount~~anticipated resolution of ~~unrecognized~~an outstanding tax ~~benefits~~matter. inThe ~~the~~Company ~~next~~expects 12to ~~months~~pay ~~would~~incremental ~~not~~income betaxes ~~significant.~~and ~~The~~non-income ~~total~~taxes ~~amount~~in ofthe ~~unrecognized~~impacted ~~tax~~taxing ~~benefits~~jurisdiction ~~that,~~related ifto ~~recognized,~~the ~~would~~matter. In ~~affect~~connection ~~the~~with ~~effective~~this ~~tax~~matter, ~~rate~~the ~~was~~Company ~~$138~~reduced ~~million~~its asprovision offor ~~December~~uncertain ~~31,~~tax ~~2024~~positions.

The Company expects that any reasonably possible change in the amount of unrecognized tax benefits in the next 12 months would not be significant. The total amount of unrecognized tax benefits that, if recognized, would affect the effective tax rate was $94 million as of December 31, 2025.

Interest and penalties

($ in millions)	~~2024~~2025	~~2023~~2024	~~2022~~2023
Accrued interest and penalties related to unrecognized tax benefits	$11	$1411	$1714
(Income)/loss recognized in income tax expense related to interest and penalties	($21)	($2)	($12)

The Company recognizes accrued interest and penalties related to unrecognized tax benefits in income tax expense.

14. Employee Benefit Plans

Defined Benefit Plans

PPG has defined benefit pension plans that cover certain employees worldwide. The principal defined benefit pension plans are those in the U.S., Canada, Germany, the Netherlands and the U.K. These plans in the aggregate represent ~~approximately~~ 92% of PPG’s total projected benefit obligation at December 31, ~~2024~~2025, of which the U.S. defined benefit pension plans represent the largest component.

As of January 1, 2006, the Company’s U.S. salaried defined benefit plans were closed to new entrants. In 2011 and 2012, the Company approved amendments related to its U.S. and Canadian defined benefit plans pursuant to which employees stopped accruing benefits at certain dates based on the affected employee’s combined age and years of service to PPG. As of December 31, 2020, the Company’s U.S. and Canadian defined benefit plans were frozen for all participants. The Company plans to continue reviewing and potentially amending PPG defined benefit plans in the future.

~~2024~~2025 PPG ANNUAL REPORT AND FORM 10-K 6057

stopped accruing benefits at certain dates based on the affected employee’s combined age and years of service to PPG. As of December 31, 2020, the Company’s U.S. and Canadian defined benefit plans were frozen for all participants. The Company plans to continue reviewing and potentially amending PPG defined benefit plans in the future.

U.S. pension annuity contracts

In March 2023, the Company purchased group annuity contracts that transferred to third-party insurance companies pension benefit obligations for certain of the Company’s retirees in the U.S. who were receiving their monthly retirement benefit payments from a U.S. pension plan. The amount of each affected retiree’s annuity payment iswas equal to the amount of such individual’s pension benefit. The purchase of group annuity contracts was funded directly by the assets of the U.S. plans. By transferring the obligations and assets to the insurance companies, the Company reduced its overall pension projected benefit obligation by $309 million and recognized a non-cash Pension settlement charge of $190 million in the consolidated statement of income for the year ended December 31, 2023.

Postretirement medical

PPG sponsors welfare benefit plans that provide postretirement medical and life insurance benefits for certain U.S. and Canadian employees and their dependents of which the U.S. welfare benefit plans represent ~~approximately 86~~87% of PPG’s total projected benefit obligation at December 31, ~~2024~~2025. Salaried and certain hourly employees in the U.S. hired on or after October 1, 2004, or rehired on or after October 1, 2012 are not eligible for postretirement medical benefits. These plans in the U.S. and Canada require retiree contributions based on retiree-selected coverage levels for certain retirees and their dependents and provide for sharing of future benefit cost increases between PPG and participants based on management discretion. The Company has the right to modify, amend or terminate certain of these benefit plans in the future.

Effective January 1, 2017, the Company-sponsored Medicare-eligible plans were replaced by a Medicare private exchange. The announcement of this plan design change triggered a remeasurement of PPG’s retiree medical benefit obligation using prevailing interest rates. The plan design change resulted in a $306 million reduction in the Company's postretirement benefit obligation. PPG accounted for the plan design change prospectively, and the impact was amortized to periodic postretirement benefit cost over a 5.6 year period through mid-2022.

The following table sets forth the changes in projected benefit obligations (“PBO”), plan assets, the funded status and the amounts recognized on the accompanying consolidated balance sheet for the Company’s defined benefit pension and other postretirement benefit plans:

	Defined Benefit Pension Plans
	United States		International		Total PPG
($ in millions)	~~2024~~2025	~~2023~~2024	~~2024~~2025	~~2023~~2024	~~2024~~2025	~~2023~~2024
Projected benefit obligation, January 1	$1,~~143~~055	$1,~~425~~143	$~~1,068~~972	$~~956~~1,068	$2,~~211~~027	$2,~~381~~211
Service cost	—	—	89	78	89	78
Interest cost	55	6255	4849	4948	~~103~~104	~~111~~103
Plan amendments	—	—	1	—	1	—
Actuarial losses/(gains)	28	(57)	(1)	(33)	27	(90)
Actuarial (gains)/losses	(57)	44	(33)	75	(90)	119
Benefits paid	(71)	(67)	(57)	(53)	(128)	(120)
Benefits paid	(67)	(79)	(53)	(50)	(120)	(129)
Foreign currency translation adjustments	—	—	99	(54)	99	(54)
Foreign currency translation adjustments	—	—	(54)	47	(54)	47
Settlements	—	(19)	(23)	(13)	(23)	(32)
Settlements	(19)	(309)	(13)	(11)	(32)	(320)
Other	—	—	—	1	—	1
Other	—	—	—	(5)	—	(5)
Projected benefit obligation, December 31	$1,067	$1,055	$1,048	$972	$2,115	$2,027
Projected benefit obligation, December 31	$1,055	$1,143	$972	$1,068	$2,027	$2,211
Market value of plan assets, January 1	$694	$731	$886	$989	$1,580	$1,720
Market value of plan assets, January 1	$731	$1,028	$989	$937	$1,720	$1,965
Actual return on plan assets	67	7	18	(15)	85	(8)
Actual return on plan assets	7	45	(15)	43	(8)	88
Company contributions	27	24	2	2	29	26
Company contributions	24	28	2	18	26	46
Benefits paid	(53)	(49)	(45)	(44)	(98)	(93)
Benefits paid	(49)	(61)	(44)	(40)	(93)	(101)
Plan settlements	—	(19)	(15)	(6)	(15)	(25)
Plan settlements	(19)	(309)	(6)	(11)	(25)	(320)
Foreign currency translation adjustments	—	—	80	(37)	80	(37)
Foreign currency translation adjustments	—	—	(37)	45	(37)	45
Other	—	—	(5)	(3)	(5)	(3)
Other	—	—	(3)	(3)	(3)	(3)
Market value of plan assets, December 31	$735	$694	$921	$886	$1,656	$1,580
Market value of plan assets, December 31	$694	$731	$886	$989	$1,580	$1,720
Funded Status	($332)	($361)	($127)	($86)	($459)	($447)
Funded Status	($361)	($412)	($86)	($79)	($447)	($491)
Amounts recognized in the Consolidated Balance Sheet:
Other assets (long-term)	—	—	~~144~~126	~~148~~144	~~144~~126	~~148~~144
Accounts payable and accrued liabilities	(18)	(3818)	(1517)	(1315)	(3335)	(5133)
Accrued pensions	(~~343~~314)	(~~374~~343)	(~~215~~236)	(~~214~~215)	(~~558~~550)	(~~588~~558)
Net liability recognized	($~~361~~332)	($~~412~~361)	($86127)	($7986)	($~~447~~459)	($~~491~~447)

~~2024~~2025 PPG ANNUAL REPORT AND FORM 10-K 6158

	Other Postretirement Benefit Plans
	United States		International		Total PPG
($ in millions)	~~2024~~2025	~~2023~~2024	~~2024~~2025	~~2023~~2024	~~2024~~2025	~~2023~~2024
Projected benefit obligation, January 1	$~~424~~390	$~~458~~424	$7163	$6671	$~~495~~453	$~~524~~495
Service cost	32	43	—1	—	3	43
Interest cost	20	2320	3	43	23	2723
Plan amendments	—	(17)	—	—	—	(17)
Actuarial gains	(8)	(22)	(8)	(2)	(16)	(24)
Actuarial (gains)/losses	(22)	(3)	(2)	3	(24)	—
Benefits paid	(30)	(35)	(4)	(4)	(34)	(39)
Benefits paid	(35)	(39)	(4)	(3)	(39)	(42)
Foreign currency translation adjustments	—	—	1	(5)	1	(5)
Foreign currency translation adjustments	—	—	(5)	1	(5)	1
Other	—	—	2	—	2	—
Curtailments	—	(2)	—	—	—	(2)
Projected benefit obligation, December 31	$374	$390	$58	$63	$432	$453
Projected benefit obligation, December 31	$390	$424	$63	$71	$453	$495
Amounts recognized in the Consolidated Balance Sheet:
Accounts payable and accrued liabilities	(3936)	(4139)	(4)	(4)	(4340)	(4543)
Other postretirement benefits	(~~351~~338)	(~~383~~351)	(5954)	(6759)	(~~410~~392)	(~~450~~410)
Net liability recognized	($~~390~~374)	($~~424~~390)	($6358)	($7163)	($~~453~~432)	($~~495~~453)

The PBO is the actuarial present value of benefits attributable to employee service rendered to date, including the effects of estimated future pay increases. The accumulated benefit obligation (“ABO”) is the actuarial present value of benefits attributable to employee service rendered to date, but does not include the effects of estimated future pay increases. The ABO for all defined benefit pension plans as of December 31, ~~2024~~2025 and ~~2023~~2024 was $2.01 billion and $2.20 billion, respectively.

The following table details the pension plans where the benefit liability exceeds the fair value of the plan assets:

	Pensions
($ in millions)	~~2024~~2025	~~2023~~2024
Plans with PBO in Excess of Plan Assets:
Projected benefit obligation	$1,~~307~~343	$1,~~426~~307
Fair value of plan assets	$~~717~~761	$~~771~~717
Plans with ABO in Excess of Plan Assets:
Accumulated benefit obligation	$1,~~274~~300	$1,~~366~~274
Fair value of plan assets	$~~712~~746	$~~737~~712

Net actuarial losses/(gains) and prior service credit deferred in accumulated other comprehensive loss

Pensions

Asset Category	~~2024~~2025	~~2023~~2024
Equity securities	15-45%	15-45%
Debt securities	30-65%	30-65%
Real estate	0-10%	0-10%
Other	20-40%	20-40%

($ in millions)	Real Estate	Other Debt Securities	Hedge Funds and Other Assets	Total
January 1, 2023	$149	$235	$293	$677
January 1, 2024	$119	$258	$222	$599
Realized gains/(losses)	4	25	(29)	—
Unrealized (losses)/gains	(19)	—	21	2
Transfers out, net	(17)	(9)	(89)	(115)
Foreign currency gains	2	7	26	35
December 31, 2023	$119	$258	$222	$599
Realized gains	2	9	2	13
Unrealized (losses)/gains	(5)	—	5	—
Transfers (in)/out, net	(28)	(12)	19	(21)
Transfers (out)/in, net	(28)	(12)	19	(21)
Foreign currency losses	(1)	(16)	(3)	(20)
December 31, 2024	$87	$239	$245	$571
Realized gains/(losses)	2	(11)	7	(2)
Unrealized gains	2	—	10	12
Transfers out, net	(11)	(13)	(37)	(61)
Foreign currency gains	1	31	13	45
December 31, 2025	$81	$246	$238	$565

Filing Compare · PPG INDUSTRIES INC