Norman Daun 4

What Happened
Norman Daun, a director of PHINIA Inc., was granted 2,140 restricted shares and 836 deferred restricted stock units (DRSUs) on May 22, 2026. The filing reports the DRSUs at $74.80 each (836 × $74.80 = $62,533). Both the restricted shares and the DRSUs vest on May 22, 2027. This is an award/grant (director compensation), not a market purchase or sale.

Key Details

• Transaction date: May 22, 2026. Form 4 filed May 27, 2026. Because May 25 was a federal holiday (Memorial Day), the filing was within the two-business-day Section 16 deadline.
• Grants reported:
  • 2,140 restricted shares @ $0.00 (annual grant to independent directors; vests 5/22/2027).
  • 836 DRSUs @ $74.80 each; total reported value $62,533 (DRSUs are derivative awards).
• Shares owned after transaction: Not disclosed in this filing.
• Footnotes: F1 = annual restricted stock grant to independent directors (vests 5/22/2027). F2 = confirms the 2,140 restricted shares. F3 = DRSUs were elected in lieu of cash retainer, are economically equivalent to one share each, will vest 5/22/2027 and settle into shares (including dividend equivalents) upon termination of board service per the company plans.

Context
Restricted stock and DRSU grants are routine non-cash compensation for directors and do not by themselves indicate buying or selling intent. DRSUs are derivative awards that convert into actual shares under plan terms (typically upon vesting and/or termination of service).