Kendrick Robin 4

What Happened

• Kendrick Robin, a director of PHINIA Inc. (PHIN), had 4,724 deferred restricted stock units (DRSUs) vest on May 21, 2026. The Form 4 reports an exercise/conversion of a derivative (code M) for 4,724 units and a corresponding disposition at $0.00 — reflecting that vested DRSUs were recognized but no cash sale or market trade occurred. These DRSUs will settle into common shares only upon the reporting person's termination of board service under the company's director deferred compensation program.

Key Details

• Transaction date: May 21, 2026 (Period of Report); Form 4 filed May 22, 2026.
• Filing codes: M = exercise/conversion of derivative; reported as Acquired 4,724 and Disposed 4,724 at $0.00 (derivative settlement mechanics).
• Shares owned / settlement: The filing includes 4,724 vested DRSUs that will convert to the same number of PHINIA shares when Robin leaves the board (no immediate share issuance recorded).
• Footnotes: F1 — each DRSU equals one share economically and will settle into shares (including dividend equivalents) upon termination of board service; F2 — confirms the 4,724 DRSUs have vested and will settle on termination.
• Timeliness: Filed the day after the reporting date (appears timely).

Context

• These transactions reflect vesting of deferred share units for a director, not an open‑market purchase or sale. Because settlement is deferred until board departure, there was no immediate cash paid or shares sold. Director DRSU vesting is a routine compensation event and should not be interpreted by itself as a buy/sell signal.