PHIBRO ANIMAL HEALTH CORP·4

Feb 5, 7:22 PM ET

BENDHEIM JACK 4

4 · PHIBRO ANIMAL HEALTH CORP · Filed Feb 5, 2026

Research Summary

AI-generated summary of this filing

Updated

Phibro (PAHC) 10% Owner Jack Bendheim Sells Shares

What Happened

  • Jack Bendheim, a director and 10% owner of Phibro Animal Health Corp (PAHC), reported multiple transactions on Feb 3–4, 2026. He sold a total of 13,180 shares in open-market/private sales for aggregate proceeds of approximately $545,473 and reported conversions of Class B into Class A shares (no cash consideration).
  • Sales:
    • 6,689 shares on 2026-02-03 at a weighted avg price $41.25 (proceeds $275,927; prices in this lot ranged $40.69–$41.68).
    • 2,971 shares on 2026-02-03 at a weighted avg price $41.97 (proceeds $124,683; prices in this lot ranged $41.70–$42.62).
    • 3,520 shares on 2026-02-04 at a weighted avg price $41.15 (proceeds $144,863; prices in this lot ranged $40.535–$41.52).
  • Conversions/derivative activity:
    • 2026-02-04: acquired 30,000 shares via conversion of derivative security (reported at $0.00).
    • 2026-02-04: a related derivative conversion/disposition of 30,000 shares was also reported (no cash).

Key Details

  • Transaction dates: Feb 3–4, 2026. Form 4 filed Feb 5, 2026 (timely filing).
  • Total sold: 13,180 shares, aggregate proceeds ≈ $545,473.
  • Conversion: 30,000 Class B → Class A conversion reported at $0 (Class B converts one-for-one into Class A; no cash paid).
  • Trading plan: The sales were effected pursuant to a Rule 10b5‑1 trading plan adopted by BFI Co., LLC on May 30, 2025.
  • Ownership structure: Some reported securities are directly held by BFI Co., LLC; Mr. Bendheim exercises voting and dispositive power over BFI and may be deemed to share ownership but disclaims beneficial ownership except for his pecuniary interest. Some securities are directly held by Mr. Bendheim.
  • Shares owned after transaction: Not specified in the excerpted filing.
  • Price reporting: Reported prices are weighted averages; each lot was sold in multiple transactions across the ranges noted above.

Context

  • These were primarily sales (a routine cash-generating activity) executed under a prearranged 10b5‑1 plan, which is commonly used to avoid timing issues and insider trading concerns. The conversion entries reflect a non‑cash reclassification (Class B into Class A) rather than a market purchase. As a 10% owner with holdings through an LLC, trades may reflect institutional/ownership-structure actions rather than personal trading decisions.

Insider Transaction Report

Form 4
Period: 2026-02-03
BENDHEIM JACK
DirectorPresident and CEO10% Owner
Transactions
  • Sale

    Class A Common Stock

    [F1][F2][F3]
    2026-02-03$41.25/sh6,689$275,92725,291 total(indirect: See)
  • Sale

    Class A Common Stock

    [F1][F4][F3]
    2026-02-03$41.97/sh2,971$124,68322,320 total(indirect: See)
  • Conversion

    Class A Common Stock

    [F5][F3]
    2026-02-04+30,00052,320 total(indirect: See)
  • Sale

    Class A Common Stock

    [F1][F6][F3]
    2026-02-04$41.15/sh3,520$144,86348,800 total(indirect: See)
  • Conversion

    Class B Common Stock

    [F5][F3]
    2026-02-0430,00019,881,034 total(indirect: See)
    Exercise: $0.00Class A Common Stock (30,000 underlying)
Holdings
  • Class A Common Stock

    [F7]
    16,840
Footnotes (7)
  • [F1]The reported sales were effected pursuant to a Rule 10b5-1 trading plan adopted by BFI Co., LLC ("BFI") on May 30, 2025.
  • [F2]The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.69 to $41.68. The Reporting Person undertakes to provide to Phibro Animal Health Corporation (the "Issuer"), any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote and in footnotes 4 and 6.
  • [F3]The reported securities are directly held by BFI. Jack Bendheim, a reporting person, director and officer of the Issuer, exercises voting and dispositive power over BFI and may be deemed to have shared voting and investment power over the securities held by BFI. Mr. Bendheim disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.
  • [F4]The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $41.70 to $42.62.
  • [F5]Class B Common Stock is convertible into Class A Common Stock at any time on a one-for-one basis, at the holder's election, and has no expiration date.
  • [F6]The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.535 to $41.52.
  • [F7]The reported securities are directly held by Jack Bendheim.

Documents

1 file
  • 4
    tm265335-1_4seq1.xmlPrimary

    OWNERSHIP DOCUMENT