PPG · PPG Industries

481 filings

PPG SEC Filings

PPG Industries - 481 total filings

Filing record · 2016–202610-K1210-Q338-K141

Showing 1–50 of 481 filings

PPG Industries Quarterly Report for Q3 Ended Sep 30, 2026

PPG Industries reported third-quarter 2026 net sales of $4.35 billion, up from $4.08 billion a year earlier, with the MD&A attributing the 6.6% increase to higher selling prices, higher sales volumes, favorable currency translation and acquisitions. Income before income taxes rose to $631 million from $556 million, but net income attributable to PPG was $451 million, roughly flat with $453 million in the prior-year quarter, because of a $22 million loss from discontinued operations. Diluted EPS from continuing operations was $2.12 versus $1.96, and adjusted diluted EPS was $2.25 versus $2.13. For the nine months, net sales were $12.78 billion (up 6.8%), and net income attributable to PPG was $1.27 billion versus $1.28 billion, with diluted EPS from continuing operations of $5.78 versus $5.57. Segment results were mixed. Global Architectural Coatings and Performance Coatings segment income each rose 22% in the quarter, driven by pricing, productivity and aerospace strength. Industrial Coatings segment income fell 14% to $200 million on cost of goods sold inflation, partly offset by higher volumes and pricing. Management said price increases of 3% in the quarter fully offset cost of goods sold inflation tied to the Middle East conflict. Cash from operating activities for the nine months was $1.16 billion versus $1.05 billion, and cash and cash equivalents fell to $1.59 billion from $2.16 billion at year-end 2025 after debt repayment, acquisitions and share repurchases. Long-term debt was $6.16 billion, and the company reported a 43% Total Indebtedness to Total Capitalization ratio under its credit agreement, against a 60% covenant maximum. The filing also highlights a significant contingent liability. In the Di Gregório litigation, a Brazilian court entered an award against PPG as nominal defendant, which Westlake estimated at over $700 million with interest and costs and later at approximately $350 million under simple prejudgment interest. PPG is pursuing claims against Westlake in Delaware Chancery Court, expects a decision in the fourth quarter of 2026 or early 2027, and states that it believes the risk of loss is remote.

Oct 28, 2026 8-K

PPG Industries 8-K Report, Financial Results (Oct 27, 2026)

PPG Industries, Inc. filed an 8-K furnishing its earnings press release for the third quarter of 2026, dated October 27, 2026, under Items 2.02 and 9.01. The company reported net sales of $4,353 million, up 7% year over year, with organic sales up 5%. Reported EPS from continuing operations was $2.12, up 8%, and adjusted EPS was $2.25, up 6%. The release describes both as record third-quarter EPS, and it notes that adjusted EBITDA margin was 18.2%, unchanged from the prior year. Segment results were mixed. Global Architectural Coatings and Performance Coatings both expanded segment EBITDA margins, to 24.0% (up 300 basis points) and 23.9% (up 220 basis points), respectively. Industrial Coatings was the weak spot, with segment EBITDA down 11% and margin down 260 basis points to 14.4%, which management attributed to cost of goods sold inflation and the timing of index-based pricing. Cash from operating activities was about $1.2 billion year to date, and share repurchases totaled about $150 million in the quarter and $320 million year to date. Net debt was $5.2 billion, down about $200 million from the prior year. Management narrowed full-year 2026 adjusted EPS guidance to $7.90 to $8.10 and raised the midpoint. It expects low single-digit percentage organic sales growth in the fourth quarter, led by aerospace, Latin America architectural coatings and packaging coatings, along with flat to up 100 basis points of adjusted EBITDA margin expansion year over year. The filing states that the press release is furnished, not filed, and that a conference call will be held October 28, 2026 at 8:00 a.m. ET.

Oct 27, 2026 10-Q

PPG Industries Quarterly Report for Q2 Ended Jun 30, 2026

PPG Industries, Inc. reported second-quarter 2026 net sales of $4,495 million, up from $4,195 million a year earlier, with net sales for the six months rising to $8,425 million from $7,879 million. Income before income taxes was $569 million versus $598 million, and net income attributable to PPG was $437 million versus $450 million. Diluted EPS from continuing operations was $1.96 versus $1.98. The filing attributes sales growth mainly to higher selling prices, higher sales volumes, favorable foreign currency translation and acquisitions, while cost of sales rose $255 million on higher volumes, raw material inflation and currency. Management says selling price increases offset about 90% of cost of goods sold inflation in the second quarter and expects 100% offset by the fourth quarter, following Middle East conflict-related cost increases. For the six months, cash from operating activities was $592 million versus $369 million, mainly from improved working capital, and PPG repurchased $175 million of treasury stock and paid $317 million in dividends. Cash and cash equivalents fell to $1,520 million from $2,163 million at year-end 2025 after repaying a $700 million 1.2% note in March 2026. In June 2026 PPG issued Swiss franc notes with net proceeds of $403 million. Total debt to total capitalization was 44% against a 60% covenant ceiling, and the company reported full covenant compliance. Segment results were mixed: Global Architectural Coatings segment income rose to $185 million, Performance Coatings fell to $329 million on lower automotive refinish volumes, and Industrial Coatings rose slightly to $229 million. The filing also discloses a pending Di Gregório litigation dispute with Westlake, in which a Brazilian court award against PPG is reported at over $700 million including interest and costs, or approximately $350 million under Westlake's simple-interest view, and PPG believes the risk of loss to it is remote.

Jul 29, 2026 8-K

PPG Industries 8-K Report, Financial Results (Jul 28, 2026)

PPG Industries, Inc. (NYSE: PPG) reported second quarter 2026 results in an earnings press release furnished as Exhibit 99 to this Item 2.02 Form 8-K, filed July 28, 2026. Net sales were $4,495 million, up 7% from $4,195 million a year earlier, with organic sales up 4% and growth in 8 of 9 businesses. Sales volumes rose 2% and selling prices rose 2%. Reported net income from continuing operations was $439 million, or $1.96 per diluted share, versus $450 million and $1.98 a year earlier. Adjusted EPS was $2.23, compared with $2.22 in the prior-year quarter, after excluding items such as acquisition-related amortization, restructuring costs, legacy environmental remediation charges and a legal settlement. Segment results were mixed. Global Architectural Coatings segment EBITDA rose 14% to $213 million, with EBITDA margin up 100 basis points, helped by Latin America. Performance Coatings segment EBITDA fell 5% to $368 million, with margin down 300 basis points as automotive refinish coatings volumes declined, while aerospace and protective and marine coatings grew. Industrial Coatings sales volumes rose 5%, led by packaging coatings, but segment EBITDA margin declined 70 basis points on cost inflation. Management reaffirmed full-year 2026 adjusted EPS guidance of $7.70 to $8.10 and guided to third-quarter organic sales growth of a low single-digit to mid-single-digit percentage. At quarter end, net debt was $5.3 billion, down $415 million from a year earlier, and year-to-date share repurchases totaled $175 million.

Jul 28, 2026 10-Q

PPG Industries Quarterly Report for Q1 Ended Mar 31, 2026

PPG Industries, Inc. reported first-quarter 2026 net sales of $3,930 million, up from $3,684 million in the prior-year quarter, with income before income taxes of $517 million versus $502 million. Net income attributable to PPG was $382 million, and diluted earnings per share from continuing operations were $1.70, compared with $1.64 a year earlier. The filing attributes the sales increase primarily to favorable foreign currency translation and higher selling prices, while higher net interest costs and higher depreciation partially offset the improvement in pre-tax income. Adjusted diluted EPS, a non-GAAP measure reconciled in the filing, was $1.83 versus $1.72. Cash from operating activities was $33 million, compared with cash used of $18 million a year earlier, as higher income and smaller working capital increases offset the gap. Cash and short-term investments totaled $1.6 billion at March 31, 2026, down from $2.2 billion at December 31, 2025, reflected in the repayment of a $700 million 1.2% note at maturity and $279 million of investing outflows that included $79 million of business acquisitions. Commercial paper borrowings of $567 million were outstanding under the Credit Agreement at quarter-end, and total debt-to-capitalization was stated as 45% against a covenant maximum of 60%. The filing also flags a Middle East conflict that has raised raw material, energy, logistics and packaging costs. PPG expects a mid-single-digit percentage increase in cost of goods sold for the rest of 2026 and has begun implementing price increases of up to 20% across product lines. In legal matters, the filing discloses a Brazilian judgment in the Di Gregório litigation that Westlake has said could total over $700 million with interest and fees, and that Westlake later estimated at about $350 million; PPG states it believes the risk of loss from its separate Delaware lawsuit against Westlake is remote and expects a trial court decision in 2026.

Apr 29, 2026 8-K

PPG Industries 8-K Report, Financial Results (Apr 28, 2026)

PPG Industries, Inc. furnished its earnings press release for the first quarter of 2026 under Item 2.02 of this Form 8-K. Net sales were $3.93 billion, up 7% year over year, with organic sales up 1% driven by higher selling prices. Reported diluted EPS from continuing operations was $1.70 and adjusted EPS was $1.83, an increase of 6% year over year. Net income attributable to PPG was $382 million, compared with $373 million in the prior-year quarter. By segment, Global Architectural Coatings net sales rose 13% to $965 million, with segment EBITDA up 28% and segment EBITDA margin improving 230 basis points, driven by Latin America. Performance Coatings net sales rose 5% to $1.33 billion, with organic sales up 1%, aerospace growing at a double-digit percentage rate, and automotive refinish declining at a double-digit percentage rate. Industrial Coatings net sales rose 4% to $1.63 billion, but organic sales were flat and segment EBITDA fell 7% on regional mix and lower index-based selling prices. PPG reaffirmed full-year 2026 adjusted EPS guidance of $7.70 to $8.10 and expects second-quarter organic sales and adjusted EPS to be flat to up a low single-digit percentage. Management noted recent raw material, energy, logistics and packaging cost increases and announced price adjustments globally. Cash and short-term investments totaled $1.6 billion, net debt was $5.5 billion, and about $100 million of shares were repurchased in the quarter.

Apr 28, 2026 8-K

PPG Industries 8-K Report, Executive Changes (Apr 28, 2026)

PPG Industries, Inc. (NYSE: PPG) filed this Form 8-K on April 28, 2026 to announce a leadership change in its finance function. Its board has elected Jamie A. Beggs as Senior Vice President and Chief Financial Officer, effective July 6, 2026, succeeding Vincent J. Morales, who is retiring on the same date after a 41-year career with the company. Beggs has served as CFO of Avient Corporation since August 2020 and currently sits on the board of International Paper Company. She will report to Chairman and CEO Timothy M. Knavish and join PPG's executive and operating committees, with added executive leadership responsibilities for corporate development and information technology. The filing discloses Beggs's compensation package: an annual base salary of $800,000, a signing bonus of $350,000 subject to repayment if she resigns voluntarily before the first anniversary of her start date, a one-time restricted stock unit grant under the 2026 Omnibus Incentive Plan valued at $3.2 million vesting on the third anniversary of the grant date, a prorated 2026 target cash bonus of $800,000, and a 2026 equity grant with an aggregate value of $2.5 million. The 2026 equity grant comprises stock options, time-based and performance-based RSUs, and total shareholder return contingent shares, with a three-year performance period covering 2026 to 2028. She is also eligible for relocation benefits under the company's executive program. The filing also discloses related-party transactions with Avient Corporation. PPG purchased approximately $524,000 of products from Avient in 2025 and approximately $163,000 in the first fiscal quarter of 2026, and made no sales to Avient in either period. The company states these purchases were made in the ordinary course of business and were each less than one percent of the consolidated gross revenues of both companies for 2025 and the first quarter of 2026. PPG reported net sales of $15.9 billion in 2025, according to the accompanying press release.

Apr 28, 2026 8-K

PPG Industries 8-K Report, Executive Changes (Apr 21, 2026)

PPG Industries, Inc. filed an 8-K on April 21, 2026 covering two items: executive compensation and the results of its 2026 Annual Meeting of Shareholders held April 16, 2026. On April 15, 2026, the Human Capital Management and Compensation Committee approved performance-based Market Stock Unit (MSU) awards to certain executive officers, including K. Henrik Bergstrom and Kevin Braun, each with a target value of $1,500,000. Chairman and CEO Timothy Knavish and retiring Senior Vice President and CFO Vincent Morales did not receive MSU awards. The MSUs convert to a target number of units based on the 30-day average closing price before May 8, 2026, vest on May 8, 2029, and pay out based on absolute stock price performance over the three-year period, with a maximum payout of 200% and no payout if the stock declines by more than 25%. Payout also requires achieving at least the threshold for the Adjusted Earnings Per Diluted Share – Continuing Operations goal for fiscal 2028, and vesting requires continued employment. At the annual meeting, shareholders elected all 12 director nominees to serve until the 2027 annual meeting. Shareholders approved the advisory say-on-pay proposal, ratified PricewaterhouseCoopers LLP as the independent registered public accounting firm for 2026, and approved the PPG Industries, Inc. 2026 Omnibus Incentive Plan. A shareholder proposal requiring an independent board chair was not approved, receiving 59,695,284 votes for and 126,745,338 against. As of the record date, 223,798,650 shares of common stock were outstanding. For investors, the filing's main forward-looking items are the structure of the new long-term incentive awards, which tie executive pay to stock price performance and adjusted EPS, and the leadership transition in the finance function as the CFO retires. The filing does not state any financial results or guidance.

Apr 21, 2026 8-K

PPG Industries 8-K Report, Financial Results (Apr 15, 2026)

PPG Industries, Inc. (NYSE: PPG) furnished an earnings press release under Item 2.02 reporting first quarter 2026 results. The company reported first quarter 2026 earnings per diluted share of $1.70 and adjusted earnings per diluted share of $1.83, which the release describes as an increase of 6% over the first quarter 2025. Management stated it delivered its fifth consecutive quarter of organic sales growth, with positive selling prices and flat sales volumes, and said strength in architectural coatings Latin America and aerospace, along with self-help actions, drove segment EBITDA margin above original expectations. For the second quarter of 2026, the company indicated it expects both organic sales and adjusted earnings per share to be in the range of flat to low single-digit percentage growth versus the respective prior year period. The release states PPG expects first quarter 2026 results to exceed previous guidance. Detailed first quarter 2026 financial results are scheduled for release on April 28, 2026, after U.S. stock markets close, with an earnings teleconference on April 29, 2026 at 8 a.m. ET, where the company plans to provide more comprehensive updates and financial projections.

Apr 15, 2026 10-K

PPG Industries Annual Report, Year Ended Dec 31, 2025

PPG Industries, Inc. reported net sales of approximately $15.9 billion for 2025, flat compared to 2024, with higher selling prices, sales volume growth and favorable foreign currency translation offset by the impact of divestitures. Income before income taxes rose to $2,045 million from $1,852 million, primarily due to lower business restructuring and impairment charges, higher selling prices, improved manufacturing productivity and restructuring savings, partially offset by unfavorable sales mix and cost inflation. Diluted earnings per share from continuing operations were $6.92, compared with $5.72 in 2024, while adjusted diluted EPS from continuing operations was $7.58, down from $7.87. Management reported organic sales growth of 2% for the year, and cash from operating activities from continuing operations was $1,936 million. For 2026, PPG anticipates organic sales growth in the range of flat to a positive low single-digit percentage, driven by aerospace coatings, architectural coatings in Mexico and share gains in Industrial Coatings, while demand in Europe and global industrial end-use markets is expected to remain challenged. The company expects its 2026 effective tax rate from continuing operations to be 24% to 25%, and capital expenditures of approximately $650 million to $700 million. Total Indebtedness to Total Capitalization under the Credit Agreement was 47% at year-end, and the company ended 2025 with approximately $2.2 billion in cash and short-term investments. A material open matter is the Di Gregório litigation in Brazil, for which Westlake has informed PPG that the award against PPG would be approximately $350 million after a revised interest calculation, down from an earlier figure of over $700 million. PPG is pursuing its Delaware Chancery claims against Westlake, which the company believes carry remote risk of loss, with a trial-court decision expected in 2026. Management believes that, in the aggregate, pending lawsuits and environmental contingencies will not have a material effect on the consolidated financial position or liquidity.

Feb 19, 2026 8-K

PPG Industries 8-K Report, Financial Results (Jan 27, 2026)

PPG Industries, Inc. reported fourth-quarter 2025 net sales of $3.9 billion, with organic sales growth of 3% year over year, reported EPS of $1.34 and adjusted EPS of $1.51 (versus adjusted EPS of $1.61 in 4Q 2024). For full-year 2025, net sales were $15.9 billion, flat year over year, organic sales rose 2%, reported EPS was $6.92 and adjusted EPS was $7.58, down from $7.87 in 2024. Operating cash flow from continuing operations was $1.9 billion, and the company repurchased $790 million of stock and paid about $630 million in dividends, returning $1.4 billion to shareholders. Balance sheet items noted in the release include net debt of $5.1 billion, approximately $630 million higher year over year, and a $700 million debt maturity due in the first quarter of 2026. Management cited $75 million of structural cost savings realized in 2025 and expects $50 million of incremental restructuring savings in 2026, tied to European manufacturing consolidation. For 2026, PPG guided to adjusted EPS of $7.70 to $8.10, which at the midpoint implies mid-single-digit growth, and organic sales of flat to low single-digit percentage growth. Management expects EPS growth to be weighted toward the second half of the year, with the first half flat to low single-digit and the second half high single-digit. The company also flagged that demand in Europe and global industrial end-use markets will remain challenged.

Jan 27, 2026 8-K

PPG Industries 8-K Report, Executive Changes (Dec 11, 2025)

PPG Industries, Inc. filed this Form 8-K on December 11, 2025 to report that its Board of Directors elected Todd M. Schneider as a director, effective January 14, 2026. Schneider, President and Chief Executive Officer of Cintas Corporation, will serve in the class of directors whose term expires at the 2026 Annual Meeting of Shareholders and has been appointed to the Nominating and Governance Committee and the Sustainability and Innovation Committee. He will receive compensation consistent with the Company's other non-employee independent directors, as described in the proxy statement filed March 6, 2025. The filing discloses a related-party commercial relationship with Cintas. PPG sold approximately $13,000 of products and services to Cintas in 2024 and purchased approximately $9,350,000 of products and services from Cintas in 2024, with purchases of approximately $7,550,000 in the first three fiscal quarters of 2025. The company states these transactions were in the ordinary course of business and amount to less than one percent of each company's consolidated gross revenues for fiscal 2024 and the first three quarters of 2025. Schneider was not selected pursuant to any arrangement or understanding with another person or entity. The accompanying press release (Exhibit 99) quotes PPG chairman and CEO Timothy M. Knavish and lead independent director Michael W. Lamach on the appointment, emphasizing Schneider's experience in organic growth and in providing technical services to customers. For investors, the event is primarily a board-composition change with limited direct financial impact, though the disclosed Cintas purchases are the most notable item to monitor.

Dec 11, 2025 8-K

PPG Industries 8-K Report, Executive Changes (Dec 1, 2025)

PPG Industries, Inc. (NYSE: PPG) filed this Current Report on Form 8-K to disclose that Vincent (Vince) J. Morales, Senior Vice President and Chief Financial Officer, intends to retire on July 1, 2026. The filing states that Mr. Morales announced his retirement on November 28, 2025, and that his previously awarded stock options, restricted stock units and total shareholder return contingent shares will vest in accordance with their terms. PPG issued a press release on December 1, 2025, announcing the retirement, which is furnished as Exhibit 99 and incorporated by reference. According to that release, Mr. Morales has served as CFO since 2017, is a 40-plus-year veteran of the company, and will remain part of the executive leadership team through July 2026 to ensure a seamless transition. The release states that a global internal and external search is underway for a successor, as part of a previously planned succession process. For investors, the key points are the planned leadership change in a core finance role, the company's stated intention to maintain continuity through the transition period, and the search for a permanent successor, which the release describes as already in progress. The release also notes PPG reported net sales of $15.8 billion in 2024.

Dec 1, 2025 8-K

PPG Industries 8-K Report, Material Agreement (Nov 3, 2025)

PPG Industries, Inc. completed an offering on November 3, 2025 of $700,000,000 aggregate principal amount of 4.375% Notes due 2031. The Notes were issued under an indenture dated March 18, 2008 with The Bank of New York Mellon Trust Company, N.A., as trustee, as supplemented by a thirteenth supplemental indenture dated November 3, 2025. The indenture contains covenants limiting the company's ability to incur certain liens securing indebtedness and to engage in certain consolidations, mergers, conveyances, transfers or leases of all or substantially all of its assets. Upon a Change of Control Triggering Event, the company must offer to repurchase the Notes at 101% of principal plus accrued and unpaid interest. Under an underwriting agreement dated October 30, 2025 with J.P. Morgan Securities LLC, Citigroup Global Markets Inc. and PNC Capital Markets LLC as representatives, PPG agreed to sell the Notes at an issue price of 98.970% of principal, with underwriters offering them to the public at 99.570%. The offering was made under the company's Form S-3 registration statement (File No. 333-270106) and a prospectus supplement dated October 30, 2025. The company expects to use the net proceeds for general corporate purposes, which may include repaying existing indebtedness, working capital, capital expenditures, investments in or loans to subsidiaries or joint ventures, and funding possible acquisitions.

Nov 3, 2025 10-Q

PPG Industries Quarterly Report for Q3 Ended Sep 30, 2025

PPG Industries, Inc. reported net sales of $4,082 million for the three months ended September 30, 2025, up from $4,032 million a year earlier, and income before income taxes of $556 million versus $578 million. Net income attributable to PPG was $453 million ($2.01 per share) compared with $468 million ($2.01 per share) in the prior-year quarter. Diluted earnings per share from continuing operations were $1.96 versus $1.90, and adjusted diluted EPS was $2.13 versus $2.03. For the nine months, net sales were $11,961 million versus $12,116 million, and net income attributable to PPG was $1,276 million versus $1,396 million. The filing attributes the quarterly sales increase primarily to higher selling prices, higher sales volumes and favorable foreign currency translation, partially offset by divestitures, and cites wage and other cost inflation and divestitures as headwinds to income. The balance sheet expanded over the period. Total assets rose to $22,144 million from $19,433 million at December 31, 2024, and long-term debt increased to $5,904 million from $4,876 million, following a €900 million 3.250% notes offering due 2032 completed in March 2025 with net proceeds of $940 million. Cash and cash equivalents were $1,832 million. Operating cash flow from continuing operations was $1,047 million for the nine months, and the company spent $687 million on share repurchases and $468 million on dividends in that period. The company reported that its Total Indebtedness to Total Capitalization ratio was 47% against a covenant maximum of 60%. Segment results were mixed. Global Architectural Coatings segment income was flat at $184 million for the quarter but fell 18% for the nine months to $462 million. Performance Coatings segment income declined 11% to $272 million in the quarter, citing lower automotive refinish volumes, while Industrial Coatings segment income rose 16.5% to $233 million. The company also disclosed a Brazilian litigation matter (Di Gregório) in which Westlake is contractually responsible, with PPG expecting a Delaware Court of Chancery decision before the end of 2025 and describing the risk of loss as remote.

Oct 29, 2025 8-K

PPG Industries 8-K Report, Financial Results (Oct 28, 2025)

PPG Industries, Inc. reported third quarter 2025 results in an earnings press release furnished as Exhibit 99 to this Form 8-K. Net sales were $4.1 billion ($4,082 million), up 1% from the prior year, with organic sales up 2% on higher sales volumes and prices. Reported EPS from continuing operations was $1.96, up 3% from $1.90, and adjusted EPS was $2.13, up 5% from $2.03. Management revised full-year 2025 adjusted EPS guidance to $7.60 to $7.70, citing softer global demand compared with earlier in the year and expected customer inventory management in automotive refinish coatings as the year ends. Segment results were mixed. Performance Coatings segment EBITDA fell 9% to $307 million, with the margin down 280 basis points, driven by lower automotive refinish volumes and growth-related investment in aerospace and protective and marine coatings. Industrial Coatings segment EBITDA rose 12% to $281 million on higher sales volumes, including automotive OEM volume growth. Global Architectural Coatings segment EBITDA was $213 million, up 2%. The company cited share repurchases of about $150 million in the quarter and $690 million year to date, and a net debt level of $5.4 billion at quarter end, including a €600 million debt maturity due in the fourth quarter of 2025. The filing also reports that cash and short-term investments totaled $1.9 billion at quarter end. Net income attributable to PPG in the quarter was $453 million, compared with $468 million a year earlier, including discontinued operations. Investors may focus on the guidance revision and the divergence between segment performance, particularly the Performance Coatings margin compression.

Oct 28, 2025 8-K

PPG Industries 8-K Report, Executive Changes (Aug 11, 2025)

PPG Industries, Inc. filed an 8-K reporting a planned succession in its legal leadership. Anne M. Foulkes, Senior Vice President and General Counsel, announced on August 7, 2025 her intention to retire on August 31, 2026. Effective January 1, 2026, she will become Senior Vice President, Legal and Special Projects, to ensure a smooth transition of general counsel responsibilities and oversee certain projects for the company through August 31, 2026. On August 11, 2025, the company announced that Joseph R. Gette, currently Vice President, Deputy General Counsel and Secretary, will become Senior Vice President, General Counsel and Secretary effective January 1, 2026. In connection with her retirement, Ms. Foulkes will be eligible to receive a 2027 payment under the company's annual incentive plan for the full year of 2026, and her previously awarded stock options, restricted stock units and total shareholder return contingent shares will vest in accordance with their terms. The filing describes a planned, multi-month transition rather than an unexpected departure. The company's press release, attached as Exhibit 99, states that Ms. Foulkes has served as general counsel since 2018 and has been with PPG for 30 years. Chairman and CEO Tim Knavish thanked her for her contributions and said she will remain part of the executive leadership team through August 2026.

Aug 11, 2025 10-Q

PPG Industries Quarterly Report for Q2 Ended Jun 30, 2025

PPG Industries, Inc. reported net sales of $4,195 million for the three months ended June 30, 2025, compared with $4,235 million in the prior-year quarter, and $7,879 million for the six months, versus $8,084 million a year earlier. Income from continuing operations for the quarter was $458 million, down from $502 million, and net income attributable to PPG was $450 million, versus $528 million in the second quarter of 2024, which included discontinued operations. Diluted EPS from continuing operations was $1.98, compared with $2.09, and adjusted diluted EPS, as reconciled by the company, was $2.22 versus $2.35. The company attributed the decline primarily to raw material, wage and other cost inflation and divestitures, partially offset by manufacturing productivity and cost control. By segment, Performance Coatings was the only reportable segment with higher segment income in the quarter ($356 million, up from $326 million), while Global Architectural Coatings ($160 million, down from $211 million) and Industrial Coatings ($227 million, down from $259 million) declined. Operating cash flow from continuing operations for the six months was $371 million, up from $348 million, and cash and cash equivalents rose to $1,561 million. Total debt increased, with long-term debt at $5,919 million and short-term debt and current portion at $1,413 million at June 30, 2025, following the issuance of €900 million of 3.250% notes due 2032 and the repayment of a €300 million note. The filing also flags a legal matter with Westlake Corporation over the Di Gregório litigation. A Brazilian court award against PPG, which Westlake informed PPG could be approximately $350 million after simple prejudgment interest, is pending, and a Delaware Court of Chancery bench trial was held in May 2025 with a decision expected in the third quarter of 2025. PPG states it believes the risk of loss on this matter is remote. The company also notes the enactment of the One Big Beautiful Bill Act on July 4, 2025, which it is still assessing.

Jul 30, 2025 8-K

PPG Industries 8-K Report, Financial Results (Jul 29, 2025)

PPG Industries, Inc. reported second quarter 2025 net sales of $4.2 billion, down 1% year over year, as business divestitures reduced sales by 3%. Organic sales rose 2%, driven by sales volumes (+1%) and higher selling prices (+1%). Reported net income attributable to PPG was $450 million, or $1.98 per diluted share, compared with $493 million from continuing operations, or $2.09 per diluted share, in the prior-year quarter. Adjusted EPS was $2.22, versus $2.35 a year earlier. The company reported a segment margin of 17.7% and a segment EBITDA margin of 20.3%. Results were mixed across segments. Performance Coatings delivered record quarterly sales of $1.5 billion and segment income of $356 million, with organic sales up 6%. Industrial Coatings sales fell 5% to $1.7 billion, with flat volumes and lower selling prices from index-based contracts. Global Architectural Coatings sales declined 5% to $1.0 billion, and segment EBITDA fell 21%, reflecting currency translation, the Russia divestiture, and lower volumes. PPG reaffirmed its full-year 2025 adjusted EPS guidance of $7.75 to $8.05 and expects year-over-year EPS growth of a high single-digit percentage in the second half of the year. Share repurchases totaled approximately $150 million in the quarter and $540 million year to date. Net debt was $5.7 billion, up $479 million from the second quarter of 2024, and cash and short-term investments totaled $1.6 billion.

Jul 29, 2025 10-Q

PPG Industries Quarterly Report for Q1 Ended Mar 31, 2025

PPG Industries, Inc. reported first-quarter 2025 net sales of $3,684 million, down from $3,849 million in the prior-year quarter, with the filing attributing the decline to unfavorable foreign currency translation, divestiture-related sales, partially offset by higher sales volumes. Income before income taxes was $502 million versus $542 million, and net income attributable to PPG was $373 million versus $400 million. Diluted earnings per share from continuing operations were $1.64, compared with $1.71 a year earlier. The company's adjusted diluted EPS, a non-GAAP measure reconciled in the filing, was $1.72 versus $1.87, reflecting unfavorable currency translation and material, wage and other cost inflation, partially offset by higher selling prices. Cash and short-term investments totaled $1.9 billion at March 31, 2025, up from $1.4 billion at year-end 2024. Cash used for operating activities from continuing operations was $16 million, compared with cash from operations of $7 million a year earlier, primarily due to unfavorable working capital changes. PPG issued a €900 million 3.250% Notes due 2032, with net cash proceeds of $940 million, and repurchased $385 million of treasury stock in the quarter, per the shareholders' equity statement. Total debt rose, with long-term debt of $5,574 million and short-term debt of $1,688 million at quarter-end. The filing also notes the sale of its remaining Russian business in the first quarter and the sale of the U.S. and Canada architectural coatings business in December 2024. A material legal matter disclosed is the Di Gregório litigation in Brazil, where a court award against PPG as nominal defendant is described as over $700 million including prejudgment interest, fees and costs, with Westlake's later estimate of approximately $350 million under simple prejudgment interest. PPG has sued Westlake in Delaware, with a trial date set for May 6, 2025, and states it believes the risk of loss associated with this matter is remote. Management states that aggregate litigation outcomes are not expected to have a material effect on consolidated financial position or liquidity.

Apr 30, 2025 8-K

PPG Industries 8-K Report, Financial Results (Apr 29, 2025)

PPG Industries, Inc. reported first quarter 2025 results in an earnings press release furnished as Exhibit 99. Net sales were $3.7 billion ($3,684 million), down 4% from the prior year, driven by unfavorable foreign currency translation of 3% and business divestitures of 2%, while organic sales rose 1% on higher sales volumes. Reported EPS from continuing operations was $1.64 (versus $1.71 a year earlier), and adjusted EPS was $1.72 (versus $1.87). Net income from continuing operations attributable to PPG was $375 million, compared with $405 million. Segment performance was mixed. Performance Coatings was the standout, with net sales up 7% to $1,265 million, 9% organic sales growth, and segment EBITDA up 8% to $307 million. Global Architectural Coatings net sales fell 11% to $857 million and segment EBITDA fell 25% to $144 million, reflecting currency and lower volumes in Latin America and Asia Pacific. Industrial Coatings net sales declined 8% to $1,562 million, with segment EBITDA down 13% to $263 million, mainly on currency and lower automotive OEM production. Capital allocation and balance sheet items were also notable. Share repurchases totaled approximately $400 million in the quarter, and net debt at quarter end was $5.4 billion, up $340 million year over year. Cash and short-term investments totaled $1.9 billion. PPG reaffirmed full-year 2025 adjusted EPS guidance of $7.75 to $8.05.

Apr 29, 2025 8-K

PPG Industries 8-K Report, Shareholder Vote Results (Apr 23, 2025)

At its 2025 Annual Meeting of Shareholders held on April 17, 2025, PPG Industries, Inc. shareholders elected all ten director nominees to serve until the 2026 Annual Meeting. Each nominee received substantially more votes for than against, with Guillermo Novo receiving the most against votes (20,260,018) and Gary R. Heminger receiving 11,439,284 against votes among the nominees with the highest opposition. Shareholders also approved, on an advisory basis, the compensation of the company's named executive officers, with 169,801,948 votes for, 12,286,324 against, and 579,228 abstaining. The appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for 2025 was ratified, with 193,007,652 votes for, 2,892,958 against, and 214,337 abstaining. A shareholder proposal requesting shareholder approval of certain executive officer severance arrangements was not approved, receiving 10,375,593 votes for and 171,592,610 against, with 699,297 abstentions. As of the record date, 226,974,896 shares of common stock were issued and outstanding.

Apr 23, 2025 8-K

PPG Industries 8-K Report, Executive Changes (Apr 21, 2025)

PPG Industries, Inc. filed an 8-K reporting that its Board of Directors elected Leon J. Topalian as a director on April 17, 2025, effective July 16, 2025. Mr. Topalian is Chair, President and Chief Executive Officer of Nucor Corporation. He will serve in the class of directors whose term expires at the 2026 Annual Meeting of Shareholders and will sit on the Audit Committee and the Sustainability and Innovation Committee. As an independent director, he will receive compensation consistent with the company's other non-employee independent directors, as described in the March 6, 2025 proxy statement. The filing also discloses commercial dealings between PPG and Nucor. In 2024, PPG sold approximately $3,167,000 of products and services to Nucor and purchased approximately $1,288,000 from Nucor. In the first fiscal quarter of 2025, PPG sold approximately $917,000 to Nucor and purchased approximately $246,000 from Nucor. The filing states these transactions were made in the ordinary course of business and were less than one percent of each company's consolidated gross revenues for fiscal year 2024 and for the first quarter of 2025. Mr. Topalian was not selected under any arrangement or understanding with another person or entity. The filing's Exhibit 99 is a press release dated April 21, 2025 announcing the board appointment. The release describes Mr. Topalian's career at Nucor, including his service as chair since 2022 and as president and chief executive officer since 2020. PPG describes itself as reporting net sales of $15.8 billion in 2024.

Apr 21, 2025 8-K

PPG Industries 8-K Report, Material Agreement (Mar 4, 2025)

PPG Industries, Inc. filed this Current Report on Form 8-K to disclose that on March 4, 2025 it completed an offering of €900,000,000 aggregate principal amount of 3.250% Notes due 2032. The Notes were sold under the Company's Form S-3 registration statement (File No. 333-270106) and a prospectus supplement dated February 26, 2025. The Company agreed to sell the Notes to the underwriters at an issue price of 99.022% of principal, with the underwriters offering them to the public at 99.422%, under an Underwriting Agreement dated February 26, 2025. The Notes were issued under an indenture dated March 18, 2008 with The Bank of New York Mellon Trust Company, N.A., as trustee, as supplemented by a first supplemental indenture of the same date and a twelfth supplemental indenture dated March 4, 2025. The indenture contains covenants limiting the Company's ability to incur certain liens securing indebtedness and to engage in certain consolidations, mergers, conveyances, transfers or leases of all or substantially all of its assets. Upon a Change of Control Triggering Event, the Company must offer to repurchase the Notes at 101% of principal plus accrued and unpaid interest. The Notes may also be redeemed in whole, but not in part, at 100% of principal plus accrued interest upon certain changes in U.S. tax laws. The Company expects to use the net proceeds for general corporate purposes, which may include working capital, capital expenditures, investments in or loans to subsidiaries or joint ventures, repayment of existing indebtedness, or funding possible acquisitions. The filing also notes that the Company may issue additional debt from time to time under the Original Indenture.

Mar 4, 2025 10-K

PPG Industries Annual Report, Year Ended Dec 31, 2024

PPG Industries, Inc. reported net sales of $15.8 billion for 2024, a decrease of 2% from 2023, as lower sales volumes and unfavorable foreign currency translation and divestitures reduced sales, partly offset by record aerospace coatings sales. Income before income taxes rose $162 million to $1,852 million, driven primarily by lower raw material costs, lower performance-based compensation and restructuring savings, partially offset by overhead inflation and lower sales volumes. Earnings per diluted share from continuing operations were $5.72 versus $5.16 in 2023, and adjusted earnings per diluted share were $7.87, up 6% from $7.42. Cash from operating activities from continuing operations declined to $1,391 million from $2,294 million, primarily due to unfavorable working capital changes. PPG completed the sale of its U.S. and Canada architectural coatings business and its silicas products business in December 2024 and November 2024, respectively. The U.S. and Canada architectural coatings business is presented as discontinued operations, with a loss on sale of $285 million, resulting in a net loss from discontinued operations of $228 million and a reported net income attributable to PPG of $1,116 million. In October 2024, PPG approved a cost reduction program with anticipated annualized pre-tax savings of approximately $175 million, and recorded a $239 million pretax restructuring charge in the fourth quarter. A material item for investors is the Di Gregório litigation in Brazil. Westlake has informed PPG that a Brazilian court entered an award against PPG, which PPG believes Westlake is obligated to satisfy under the 2012-2013 separation agreements; PPG has filed a lawsuit against Westlake with a trial date of May 6, 2025, and characterizes its risk of loss as remote. Management expects a low single-digit percentage organic sales growth in 2025, with a 2025 effective tax rate expected in the range of 23% to 25%.

Feb 20, 2025 8-K

PPG Industries 8-K Report, Financial Results (Jan 31, 2025)

PPG Industries, Inc. reported fourth-quarter and full-year 2024 results on January 30, 2025, with the financials recast to show the architectural coatings U.S. and Canada business as discontinued operations. Fourth-quarter net sales from continuing operations were $3,729 million, down 5% from $3,912 million a year earlier. Reported diluted EPS from continuing operations was $0.01, versus $0.43 in the prior-year quarter, while adjusted EPS rose 3% to $1.61. Reported EPS was depressed by $1.21 per share of losses from discontinued operations, which includes a $285 million loss on the sale of the architectural coatings U.S. and Canada business, and by $314 million of business restructuring-related costs, net. For full-year 2024, net sales from continuing operations were $15,845 million, down 2%, and adjusted EPS was $7.87, up 6%. Adjusted EBITDA margin improved to 18.1% from 17.1%, and operating cash flow was $1,420 million. Management said organic sales declined a low single-digit percentage in both the fourth quarter and full year, with weakness in automotive OEM, industrial and European architectural coatings offsetting growth in aerospace, protective and marine, and traffic solutions. Management expects 2025 adjusted EPS of $7.75 to $8.05, and it anticipates a slow start, with first-quarter organic sales flat to slightly down and growth weighted toward the second half. PPG also plans to deploy about $400 million toward share repurchases in the first quarter of 2025. The company is expanding its segment reporting by creating a separate Global Architectural Coatings segment, while the Performance Coatings and Industrial Coatings segments will continue to be reported as before. The filing furnishes the earnings press release as Exhibit 99 under Item 2.02, and the information is not deemed filed for purposes of Section 18 of the Exchange Act. The company ended 2024 with cash and short-term investments of $1.4 billion and net debt of $4.5 billion.

Jan 31, 2025 8-K

PPG Industries 8-K Report, Executive Changes (Oct 24, 2024)

PPG Industries, Inc. (PPG) filed this Current Report on Form 8-K under Item 5.02, disclosing the retirement of Ramaprasad Vadlamannati as Senior Vice President, Operations. As previously reported, Mr. Vadlamannati stepped down from that role effective October 1, 2024. Under a Separation Agreement with the Company, Mr. Vadlamannati will remain actively employed through December 31, 2024, then be placed on an unpaid leave of absence from January 1, 2025 through December 31, 2025. He will receive a separation payment of $102,000, payable in three equal installments, and is eligible for an annual cash bonus in February 2025 for 2024 performance. His previously awarded stock options, restricted stock units and total shareholder return contingent shares will vest according to their existing terms. The Company will also continue to provide financial counseling and specified tax preparation and tax consulting services to him.

Oct 24, 2024 10-Q

PPG Industries Quarterly Report for Q3 Ended Sep 30, 2024

PPG Industries, Inc. reported third-quarter 2024 net sales of $4,575 million, a decrease of 1.5% from $4,644 million in the prior-year quarter, primarily due to unfavorable foreign currency translation and divestitures. Despite lower sales, income before income taxes rose to $611 million from $557 million, driven by improved manufacturing productivity, certain overhead reductions, and lower depreciation, amortization and net interest costs. Net income attributable to PPG was $468 million, and diluted earnings per share from continuing operations were $2.00, compared with $1.79. Adjusted diluted earnings per share were $2.13 versus $2.07. For the nine months, net sales were $13,680 million (down 1.6%) and diluted EPS was $5.93 versus $4.97. Cash from operating activities fell to $1,074 million from $1,513 million, which the company attributed mainly to unfavorable working capital changes. Portfolio and cost actions were prominent. PPG agreed to sell its silicas products business for approximately $310 million, with closing expected in the fourth quarter of 2024. On October 17, 2024, it agreed to sell its U.S. and Canada architectural coatings business to American Industrial Partners at a transaction value of approximately $550 million, and it expects a pre-tax loss of approximately $300 million on that sale in the fourth quarter. On October 16, 2024, the company approved a cost reduction program targeting about $175 million in annualized pre-tax savings and a pre-tax restructuring charge of approximately $250 million, with a net reduction of approximately 1,800 positions. Balance sheet and legal items also merit attention. Long-term debt was $6,138 million at September 30, 2024, and total indebtedness to total capitalization was 44% against a covenant maximum of 60%. PPG repurchased $511 million of treasury stock in the nine months and paid $464 million in dividends on common stock. A Brazilian court entered an award of more than $700 million against PPG as the nominal defendant in the Di Gregório case, a liability PPG says is assumed by Westlake; PPG has sued Westlake in Delaware, where a trial is set for December 12, 2024, and PPG believes the risk of loss is remote.

Oct 17, 2024 8-K

PPG Industries 8-K Report, Financial Results (Oct 16, 2024)

PPG Industries, Inc. furnished an earnings press release under Item 2.02 reporting third quarter 2024 results. Reported diluted EPS was $2.00, a record for a third quarter, and adjusted EPS was $2.13, up 3% from $2.07 a year earlier. Net sales were $4,575 million, down (1)% from $4,644 million, with organic sales flat year over year. Reported net income rose 10% to $468 million, while adjusted net income rose 1% to $500 million. Segment margins improved 60 basis points year over year, the eighth consecutive quarter of margin expansion. The two segments diverged. Performance Coatings net sales rose 1% to $2,921 million, sales volumes grew 2%, and segment income increased 13% to $513 million, with the segment margin reaching 17.6% versus 15.7%. Industrial Coatings net sales fell (6)% to $1,654 million and segment income fell (19)% to $199 million, as lower sales volumes and index-based price reductions weighed on results. Automotive OEM coatings organic sales declined by a double-digit percentage, and PPG cited weakening U.S. and European build rates late in the quarter. PPG repurchased about $200 million of stock in the quarter and about $500 million year to date, and it paid about $160 million in dividends in the quarter after a 5% dividend increase in July. Net debt was $5.2 billion, up $0.3 billion from a year earlier. Management maintained its full-year 2024 guidance, expecting flat organic sales and adjusted EPS at the low end of the $8.15 to $8.30 range. It also cited the pending closure of the silicas products business divestiture and a strategic review of the architectural coatings U.S. and Canada business.

Oct 16, 2024 8-K

PPG Industries 8-K Report, Executive Changes (Sep 26, 2024)

PPG Industries, Inc. filed this Form 8-K under Item 5.02 to report that Ramaprasad (Ram) Vadlamannati, Senior Vice President, Operations, intends to retire. He will step down from that role effective October 1, 2024, and will remain with the Company through December 31, 2024. The Company issued a press release on September 24, 2024 announcing the retirement, attached as Exhibit 99. According to the attached press release, Kevin Braun, currently senior vice president of the industrial coatings segment, will become senior vice president, operations, effective October 1, 2024. Braun will report to Tim Knavish, PPG chairman and CEO, and serve on PPG's operating committee. The operations organization he will lead includes supply chain, operational excellence, manufacturing operations, procurement, and environment, health and safety functions. He will also keep executive oversight accountability for packaging coatings and specialty coatings and materials. The automotive OEM and industrial coatings businesses will transition to report directly to Knavish. The filing describes this as a leadership transition with no financial figures disclosed. Vadlamannati joined PPG with the 1999 acquisition of ICI Autocolor and has been with the company for 25 years. The press release describes PPG as having reported net sales of $18.2 billion in 2023.

Sep 26, 2024 10-Q

PPG Industries Quarterly Report for Q2 Ended Jun 30, 2024

PPG Industries, Inc. reported net sales of $4,794 million for the three months ended June 30, 2024, compared with $4,872 million a year earlier, and $9,105 million for the six months versus $9,252 million. Income before income taxes was $693 million for the quarter, up $47 million from $646 million, which the company attributed primarily to moderating raw material costs partially offset by wage inflation. Net income attributable to PPG was $528 million, or $2.24 per diluted share, versus $490 million and $2.06 a year earlier. Adjusted earnings per diluted share were $2.50 for the quarter versus $2.25, per the company's Regulation G reconciliation. Cash from operating activities fell to $305 million for the six months from $621 million, primarily due to unfavorable working capital changes in the second quarter. Capital expenditures rose to $374 million from $242 million, and the company expects total 2024 capital spending of approximately $600 million to $650 million. Cash and short-term investments totaled $1.2 billion at June 30, 2024, and total debt-related covenant ratio was 44% against a 60% limit under the Credit Agreement. The filing highlights a significant contingent liability: on May 21, 2024, a Brazilian court entered an award of more than $700 million, including interest, fees and costs, against PPG in the Di Gregório litigation. PPG states that Westlake, which assumed the liability under a 2012 separation agreement, has said it will not post bond or pay the judgment, and PPG has filed suit against Westlake, believing the risk of loss to PPG is remote. Management also noted that the company is reviewing strategic alternatives for its architectural coatings U.S. and Canada business and its global silicas products business.

Jul 19, 2024 8-K

PPG Industries 8-K Report, Financial Results (Jul 18, 2024)

PPG Industries, Inc. reported second quarter 2024 results in a press release furnished as Exhibit 99 to this Form 8-K, dated July 18, 2024. The company reported net sales of $4,794 million, down from $4,872 million in the second quarter of 2023, with organic sales flat year over year. Reported net income attributable to PPG was $528 million, compared with $490 million a year earlier, and reported EPS was $2.24 versus $2.06. Adjusted EPS was $2.50 versus $2.25, and the company described these as record reported and adjusted EPS for the quarter. Segment margins improved 110 basis points year over year, which management described as the seventh consecutive quarter of margin improvement. Management highlighted share repurchases of approximately $150 million in the quarter and about $300 million year to date. At quarter end, cash and short-term investments totaled $1.2 billion and net debt was $5.2 billion, down $0.4 billion from the second quarter of 2023. Performance Coatings net sales were flat at $3,048 million, while Industrial Coatings net sales fell to $1,746 million from $1,831 million, driven by lower selling prices on index-based contracts and unfavorable currency translation. For the third quarter of 2024, PPG projected organic sales growth of flat to up low single digits and adjusted EPS of $2.10 to $2.20 per share. For full-year 2024, it projected organic sales growth of flat to up low single digits and adjusted EPS of $8.15 to $8.30 per share. The company also said strategic reviews of its architectural coatings U.S. and Canada business and its global silicas business were progressing.

Jul 18, 2024 8-K

PPG Industries 8-K Report, Bylaw Amendment (Apr 23, 2024)

PPG Industries, Inc. reported in this Form 8-K, filed April 23, 2024, that its shareholders approved two amendments to the Company's Articles of Incorporation at the 2024 Annual Meeting held April 18, 2024. Effective April 19, 2024, shareholders holding 25% or more of the votes that all shareholders would be entitled to cast at a meeting may call a special meeting of shareholders. In addition, officers are no longer personally liable for monetary damages for actions or failures to act as officers, except for breaches or failures of performance of duty occurring before April 19, 2024, to the fullest extent permitted by Pennsylvania law. At the meeting, Michael W. Lamach, Martin H. Richenhagen, Christopher N. Roberts III and Catherine R. Smith were elected as directors for terms expiring in 2025. Six continuing directors did not stand for re-election: Melanie L. Healey, Gary R. Heminger, Timothy M. Knavish, Kathleen A. Ligocki, Michael T. Nally and Guillermo Novo. All directors will stand for re-election at the 2025 annual meeting under the Articles of Incorporation. Shareholders also approved, on an advisory basis, the compensation of the named executive officers, and ratified PricewaterhouseCoopers LLP as the independent registered public accounting firm for 2024. The filing reports 235,361,146 shares of common stock issued and outstanding as of the record date. The governance changes and vote results are the principal items for investors, and the filing includes the Articles of Amendment as Exhibit 3.1.

Apr 23, 2024 8-K

PPG Industries 8-K Report, Executive Changes (Apr 22, 2024)

PPG Industries, Inc. filed this Form 8-K on April 22, 2024 to report that its Board of Directors elected Kathy L. Fortmann as a director, effective July 17, 2024. Ms. Fortmann will serve in the class of directors whose term expires at the 2025 Annual Meeting of Shareholders, and the Board appointed her to the Audit Committee and the Sustainability and Innovation Committee. The filing states she is an independent director entitled to compensation consistent with the company's other independent non-employee directors, as described in the proxy statement filed March 7, 2024, and that she was not selected pursuant to any arrangement or understanding with any other person. The filing attaches a press release dated April 22, 2024 that describes Ms. Fortmann's background. It states she most recently served from 2021 to 2023 as Chief Executive Officer of ACOMO N.V., previously held roles at International Flavors & Fragrances Inc. (2020 to 2021), FrieslandCampina (2017 to 2019) and Cargill, Incorporated (2005 to 2017), and began her career at E.I. DuPont de Nemours, Inc. (1989 to 2005). She currently serves as a director of FMC Corporation. Michael W. Lamach, lead independent director, and Timothy M. Knavish, chairman and chief executive officer, both commented on the appointment, with Knavish citing her experience leading businesses in Europe and growing sustainability-focused businesses. The press release also states PPG reported net sales of $18.2 billion in 2023 and operates in more than 70 countries. The filing does not report financial results for the period or any change to guidance.

Apr 22, 2024 10-Q

PPG Industries Quarterly Report for Q1 Ended Mar 31, 2024

PPG Industries, Inc. reported net sales of $4,311 million for the three months ended March 31, 2024, compared with $4,380 million a year earlier, a decrease the filing attributes primarily to lower sales volumes. Income before income taxes rose to $538 million from $353 million, primarily due to the absence of a $190 million pension settlement charge recorded in the first quarter 2023. Net income attributable to PPG was $400 million, or $1.69 per diluted share, compared with $264 million, or $1.11 per diluted share, a year earlier. Adjusted earnings per diluted share, a non-GAAP measure reconciled in the filing, were $1.86 versus $1.82, which management attributed to moderating raw material costs, partially offset by lower sales volumes. Cash flow was weaker in the quarter. Cash used for operating activities was $60 million, compared with cash from operations of $85 million in the prior year, reflecting unfavorable working capital changes. Capital expenditures were $256 million, and total capital spending is expected to be approximately $600 million in 2024. Cash and cash equivalents fell to $1,181 million at March 31, 2024 from $1,514 million at December 31, 2023. Total Indebtedness to Total Capitalization under the Credit Agreement was 43%, against a covenant maximum of 60%. The filing also states that PPG is reviewing strategic alternatives for its architectural coatings U.S. and Canada business and its global silicas products business. Management expects aggregate organic sales in the second quarter 2024 to increase by a low single-digit percentage compared with the second quarter 2023. The Board authorized an additional $2.5 billion share repurchase on April 18, 2024, on top of the existing program, which had 5,936,211 shares remaining at quarter-end.

Apr 19, 2024 8-K

PPG Industries 8-K Report, Financial Results (Apr 18, 2024)

PPG Industries, Inc. reported first quarter 2024 results in an earnings press release (Exhibit 99) dated April 18, 2024. Reported net sales were $4,311 million, down 2% from $4,380 million in the prior-year quarter, and organic sales declined 2% (down 1% excluding a prior-year large customer load-in). Reported net income attributable to PPG rose to $400 million from $264 million, and diluted EPS was $1.69 versus $1.11. Adjusted EPS was $1.86 versus $1.82, up 2%, which the company described as its fifth consecutive quarter of year-over-year adjusted EPS growth. Segment margins improved 60 basis points year over year, the sixth consecutive quarter of margin expansion. By segment, Performance Coatings net sales were $2,614 million (down 1%) with segment income of $402 million (up 2%), while Industrial Coatings net sales were $1,697 million (down 3%) with segment income of $249 million (up 4%). Cash and short-term investments totaled $1.2 billion at quarter end, and net debt was $5.0 billion, down $0.8 billion from the first quarter 2023. Cash used for operating activities was $60 million compared with $85 million provided in the prior-year quarter, and capital expenditures rose to $256 million from $120 million. The company completed approximately $150 million of share repurchases in the quarter. For 2024, PPG guided to second-quarter adjusted EPS of $2.42 to $2.52 per share and full-year adjusted EPS of $8.34 to $8.59 per share, with organic sales growth of up low single digits for both periods. The company also said it is executing strategic reviews of its U.S. and Canada architectural coatings business and its global silicas products business, with a path forward targeted for each no later than the third quarter.

Apr 18, 2024 8-K

PPG Industries 8-K Report, Corporate Update (Apr 18, 2024)

PPG Industries, Inc. filed a Form 8-K on April 18, 2024 to report that its board of directors authorized a new share repurchase program of $2.5 billion of outstanding common stock. The authorization is effective immediately and does not expire, and it gives management discretion over the conditions under which shares are purchased. The filing states that the program is in addition to the company's existing repurchase authorization, approved in December 2017, which had approximately $860 million remaining as of March 31, 2024. According to the filing, repurchases may be made in the open market or in privately negotiated transactions, in accordance with applicable securities laws. The company notes that repurchases may commence or cease without prior notice depending on economic and equity market conditions, the magnitude of other cash uses (including the pace and timing of acquisitions), and other factors. Taken together, the authorizations represent a substantial capacity for buybacks, with roughly $3.36 billion available if the existing remaining balance is combined with the new program, though actual timing and volume remain at management's discretion. The press release describes PPG as a paints, coatings and specialty materials company headquartered in Pittsburgh, operating in more than 70 countries, with net sales of $18.2 billion in 2023. Serving construction, consumer products, industrial and transportation markets, PPG's announcement is primarily a capital allocation update for investors.

Apr 18, 2024 10-K

PPG Industries Annual Report, Year Ended Dec 31, 2023

PPG Industries, Inc. manufactures and distributes paints, coatings and specialty materials through two reportable segments, Performance Coatings and Industrial Coatings. For 2023, net sales were $18.2 billion, up 3% from 2022, driven by higher selling prices, with lower sales volumes partially offsetting. Income before income taxes rose to $1,748 million from $1,381 million, and earnings per diluted share from continuing operations were $5.35, compared with $4.33 in 2022. Adjusted earnings per diluted share were $7.67, up from $6.05. The company reported a $190 million non-cash pension settlement charge and a $158 million goodwill impairment for its traffic solutions reporting unit, which was partly driven by challenges in Argentina and the divestiture of its European and Australian traffic solutions businesses. Cash from operating activities was $2,411 million, compared with $963 million in 2022, and the company ended 2023 with about $1.6 billion in cash and short-term investments. Total debt was $6,050 million at year-end, and the company used $598 million for dividends and $86 million for share repurchases during the year. Management expects a 2024 effective tax rate of 23% to 24%, capital expenditures of about $600 million, and continued softness in architectural and industrial demand, with growth expected in aerospace and automotive OEM coatings. The company also announced a strategic alternatives review for its silicas products business. The auditor, PricewaterhouseCoopers LLP, issued an unqualified opinion on the financial statements and on internal control over financial reporting as of December 31, 2023. Environmental reserves totaled $227 million, with reasonably possible unreserved losses estimated at $100 million to $200 million. Asbestos reserves were $48 million.

Feb 15, 2024 8-K

PPG Industries 8-K Report, Bylaw Amendment (Jan 22, 2024)

PPG Industries, Inc. filed this Current Report on Form 8-K on January 22, 2024 to disclose amendments to its Amended and Restated Bylaws, which the Board of Directors approved on January 18, 2024, effective immediately. The filing reports governance and procedural changes only; it does not report financial results, financial statements, or any transaction. The main shareholder-related change is new language referencing a right of shareholders to call a special meeting. That language becomes effective only if shareholders approve a related amendment to PPG's Articles of Incorporation at the Company's 2024 Annual Meeting of Shareholders, under which holders of a combined 25 percent of outstanding voting power could call a special meeting. Other bylaw changes allow notice of adjournment of a virtual shareholder meeting to be given by filing with the Securities and Exchange Commission when it cannot be given during the meeting, and limit the required list of registered shareholders to be provided to the judges of election rather than to all shareholders in attendance. The Board also clarified the authority of appointed Vice Presidents to sign certain enumerated documents, and revised Section 8.4 to conform to recent Pennsylvania Business Corporation Law amendments and to require that claims under the Securities Act of 1933 be brought only in federal court. The filing notes various conforming, technical and non-substantive changes. The complete bylaws are attached as Exhibit 3.1.

Jan 22, 2024 8-K

PPG Industries 8-K Report, Executive Changes (Jan 19, 2024)

PPG Industries, Inc. (NYSE: PPG) filed this Form 8-K on January 19, 2024 to report that director Stephen F. Angel informed the Board on January 18, 2024 that he plans to retire, effective at the conclusion of the Board's February 15, 2024 meeting. The filing states that Angel's decision was not due to any disagreement with the Company. Until his retirement, he will continue to serve as a director and as a member of the Nominating and Governance Committee and the Human Capital Management and Compensation Committee. The filing's only substantive disclosure is this board departure, which is a governance event rather than a financial or operational one. The accompanying press release (Exhibit 99) quotes Chairman and CEO Tim Knavish thanking Angel for more than 13 years of board service and for his mentorship, including during Knavish's CEO transition. The release also notes that Angel chairs the Management Development and Compensation Committee at GE and will chair the GE Vernova board after its planned spin-off from GE. The filing contains no financial results, guidance, or other financial statements. For investors, the main takeaway is a planned board transition with no stated disagreement and no change in PPG's reported business profile, which the press release describes as $18.2 billion in 2023 net sales.

Jan 19, 2024 8-K

PPG Industries 8-K Report, Financial Results (Jan 18, 2024)

PPG Industries, Inc. (NYSE: PPG) reported fourth-quarter and full-year 2023 results in an earnings press release furnished under Item 2.02. Fourth-quarter net sales were $4,350 million, up 4% year over year, with organic sales growth of 1%. Reported EPS was $0.38, compared with $1.01 a year earlier, and adjusted EPS was $1.53, up 25%. Reported results were weighed down by a $160 million non-cash goodwill impairment for the Traffic Solutions business, which equated to $0.67 per share. Full-year 2023 net sales were $18,246 million, up 3%, and reported EPS was $5.35 against adjusted EPS of $7.67, which the company described as a record. Full-year 2023 cash from operating activities from continuing operations was $2,411 million, compared with $963 million in 2022. Capital expenditures were $549 million and dividends paid were $598 million. Net debt at year-end was $4.5 billion. The company repurchased $100 million of stock in the fourth quarter and had about $1 billion remaining under its current repurchase authorization. Segment margins improved, with Performance Coatings segment income up 19% and Industrial Coatings segment income up 48% in the fourth quarter. For 2024, PPG guided first-quarter adjusted EPS to $1.80 to $1.87 per share and full-year adjusted EPS to $8.34 to $8.59 per share. The first-quarter effective tax rate is expected to be 24.0% to 25.0%. Management cited continued demand improvement in China, stabilization in Europe, growth in Mexico and aerospace, and subdued U.S. economic conditions in the first half of 2024.

Jan 18, 2024 10-Q

PPG Industries Quarterly Report for Q3 Ended Sep 30, 2023

PPG Industries, Inc. reported third-quarter 2023 net sales of $4,644 million, up 3.9% from $4,468 million a year earlier, driven by higher selling prices and favorable foreign currency translation, partially offset by lower sales volumes. Income before income taxes rose to $557 million from $418 million, and net income attributable to PPG was $426 million, or $1.79 per diluted share, versus $1.39 a year earlier. Nine-month net sales were $13,896 million, up 3.2%, with net income attributable to PPG of $1,180 million, or $4.97 per diluted share. Cash from operating activities for the nine months was $1,513 million, compared with $376 million in the prior-year period. Results in the nine months were affected by a $190 million non-cash pension settlement charge recorded in the first quarter 2023 after PPG transferred certain U.S. pension obligations to insurers. Interest expense rose to $190 million from $114 million, reflecting higher interest rates on variable rate debt. Management reported adjusted earnings per diluted share of $2.07 for the quarter, up 24.7% from $1.66, and $6.15 for the nine months, up 27.1% from $4.84, with reconciliations provided on a non-GAAP basis. Balance sheet and liquidity remained solid: cash and short-term investments totaled $1.3 billion at September 30, 2023, total debt-to-capitalization under credit agreements was 43% against a 60% covenant, and the company amended and restated its credit agreement in July 2023 to provide a $2.3 billion unsecured revolving facility maturing in July 2028. No shares were repurchased in the quarter, and the company divested its legacy industrial Russian operations in the third quarter 2023.

Oct 19, 2023 8-K

PPG Industries 8-K Report, Financial Results (Oct 18, 2023)

PPG Industries, Inc. reported third quarter 2023 results with record third-quarter net sales of $4,644 million, up 4% year over year, and reported net income attributable to PPG of $426 million, or $1.79 per diluted share, versus $329 million, or $1.39, a year earlier. Adjusted EPS was a record $2.07, compared with $1.66 in the prior-year quarter. Both operating segments delivered at least 25% earnings growth, and segment margin improved 260 basis points year over year. Performance Coatings segment income rose 25% on $2,880 million of net sales, while Industrial Coatings segment income rose 28% on flat net sales of $1,764 million, with lower sales volumes offset by higher selling prices. Cash flow and balance sheet metrics also improved. Cash from operating activities for the nine months ended September 30, 2023 was $1,513 million, versus $376 million a year earlier. Net debt was $4.9 billion, about $800 million lower than the prior-year third quarter. Management noted that demand in Europe and China is at or nearing trough levels and may present growth opportunities in 2024, but expects soft global macroeconomic conditions to persist in the fourth quarter. PPG raised its full-year 2023 adjusted EPS guidance to $7.58 to $7.64 per share and guided fourth-quarter adjusted EPS to $1.44 to $1.50 per share, with total organic sales expected to be up or down a low single-digit percent. The reported and adjusted effective tax rates for the quarter were 21.7% and 19.5%, respectively, with the lower adjusted rate contributing $0.10 to adjusted EPS versus company guidance.

Oct 18, 2023 8-K

PPG Industries 8-K Report, Executive Changes (Sep 26, 2023)

PPG Industries, Inc. (NYSE: PPG) reported in this Form 8-K filed September 26, 2023 that its Board of Directors unanimously elected President and CEO Timothy M. Knavish as Chairman and Chief Executive Officer, effective October 1, 2023. Michael H. McGarry, who had served as Executive Chairman, will retire as Executive Chairman and as a director on the same date. The filing describes Knavish as having become President and CEO on January 1, 2023, after serving as Chief Operating Officer from March 1, 2022 through December 31, 2022, and as a director since October 20, 2022. The Board stated that combining the roles is intended to enhance alignment between PPG management and the Board in implementing the company's enterprise growth strategy. Separately, Hugh Grant, independent lead director and Chair of the Nominating and Governance Committee, informed the Board that he will end his tenure as Chair and as independent lead director effective October 1, 2023, and retire from the Board effective December 31, 2023. The filing states that his decision was not due to any disagreement with the Company. Michael W. Lamach, a director since 2015, was elected to succeed Grant in both roles effective October 1, 2023. For investors, the filing is primarily a governance and leadership transition update. It contains no financial results, guidance, or transaction terms. The attached press releases (Exhibits 99.1 and 99.2) provide the announcement details, and the filing identifies PPG's reported 2022 net sales of $17.7 billion.

Sep 26, 2023 8-K

PPG Industries 8-K Report, Material Agreement (Jul 31, 2023)

PPG Industries, Inc. reported in this Form 8-K filed July 31, 2023 that on July 27, 2023 it amended and restated its Five Year Credit Agreement, which amends and restates the company's existing Amended and Restated Five Year Credit Agreement dated as of August 30, 2019. The new agreement provides a $2.3 billion unsecured revolving credit facility, with an option to increase the facility by up to an additional $750 million subject to lender commitments and other conditions. The agreement matures on July 27, 2028, and the company may request two one-year extensions, subject to lender approval. Borrowings may be made in U.S. Dollars or Euros. U.S. Dollar loans bear interest at either a Base Rate option or Term SOFR plus 0.10%, in each case plus a margin tied to the company's credit rating, with margins ranging from 0.750% to 1.250% per annum. Euro loans bear interest at EURIBOR plus a rating-based margin in the same range. The commitment fee on unused amounts ranges from 0.060% to 0.125% per annum depending on the credit rating. The agreement includes customary covenants limiting liens, sale and leaseback transactions, and consolidations, mergers, or transfers of substantially all assets. It requires a ratio of Total Indebtedness to Total Capitalization of 60% or less, which rises to 65% for any fiscal quarter in which the company makes an acquisition for consideration above $1 billion and for the following five fiscal quarters. The company may also designate certain subsidiaries as borrowers, in which case it must guarantee their obligations.

Jul 31, 2023 8-K

PPG Industries 8-K Report, Executive Changes (Jul 24, 2023)

PPG Industries, Inc. filed this Form 8-K to report that its Board of Directors elected Christopher N. Roberts III as a director, effective October 18, 2023, with the election made on July 20, 2023. Roberts, Executive Vice President and General Manager, Global Food and Beverage of Ecolab Inc., will serve in the class of directors whose term expires at the 2024 Annual Meeting of Shareholders and has been appointed to the Audit Committee and the Sustainability and Innovation Committee. As an independent director, he will receive compensation consistent with PPG's other non-employee independent directors, as described in the March 9, 2023 proxy statement. The filing discloses that PPG purchased approximately $1,306,000 of products and services from Ecolab in 2022 and approximately $515,000 in the first half of 2023. The company states these purchases were made in the ordinary course of business and amount to less than one percent of each company's consolidated gross revenues for fiscal year 2022 and the first half of 2023. The filing also states Roberts was not selected pursuant to any arrangement or understanding with another person or entity. The filing attaches Exhibit 99, a press release dated July 24, 2023, announcing the board appointment. That release notes Roberts has led his Ecolab role since November 2020, previously held leadership positions at Land O'Lakes and Cargill, and that PPG reported net sales of $17.7 billion in 2022.

Jul 24, 2023 8-K

PPG Industries 8-K/A Report, Shareholder Vote Results (Jul 24, 2023)

PPG Industries, Inc. filed Amendment No. 1 to its Current Report on Form 8-K to disclose its decision on how often to hold future shareholder advisory votes on executive compensation. The amendment supplements the Original 8-K filed on April 21, 2023, which reported the results of the matters voted on at the Company's 2023 Annual Meeting of Shareholders held on April 20, 2023. The amendment states that its sole purpose is to report this decision and that it does not modify any other disclosure in the Original 8-K. At the Annual Meeting, a non-binding advisory vote was taken on the frequency of future Say-on-Pay votes, which are advisory votes on the compensation of the Company's named executive officers. Consistent with the recommendation of the Board of Directors, shareholders cast the highest number of votes in favor of holding these votes on an annual basis. On July 20, 2023, after considering the voting results and other factors, the Board of Directors determined that the Company will continue to hold Say-on-Pay votes annually. That practice will remain in place until the next shareholder advisory vote on frequency or until the Board determines that a different frequency is in the best interests of the Company.

Jul 24, 2023 10-Q

PPG Industries Quarterly Report for Q2 Ended Jun 30, 2023

PPG Industries, Inc. reported net sales of $4,872 million for the three months ended June 30, 2023, up 3.9% from $4,691 million a year earlier, driven by higher selling prices that offset lower sales volumes. Income before income taxes was $646 million versus $566 million, and diluted earnings per share from continuing operations were $2.06 compared with $1.86. For the six months, net sales were $9,252 million (up 2.8%) and diluted EPS from continuing operations was $3.18 versus $1.94, though the six-month figures include a $190 million non-cash pension settlement charge recorded in the first quarter of 2023. Adjusted diluted EPS, a non-GAAP measure, was $2.25 for the quarter and $4.08 for the six months, compared with $1.81 and $3.18 in the prior-year periods. Cash from operating activities was $621 million for the six months ended June 30, 2023, compared with cash used of $136 million a year earlier. Total debt-related activity included a new €500 million Term Loan Credit Agreement entered in April 2023 and the repayment of a $300 million 3.2% note. Management said the Total Indebtedness to Total Capitalization ratio was 46% at June 30, 2023, against a covenant maximum of 60%. Management expects third-quarter organic sales in Performance Coatings to rise by a low-single-digit percentage, while Industrial Coatings organic sales are anticipated to decline by a low-single-digit percentage compared with the third quarter of 2022. The filing also addresses legal and environmental exposures. Environmental reserves totaled $215 million at June 30, 2023, and asbestos-related reserves were $49 million, with management stating that the outcome of these matters is not expected to have a material effect on financial position or liquidity. Russia-related impairment charges recorded in 2022 are described as a prior-period item, and the company continues to explore options to exit Russia.

Jul 21, 2023 8-K

PPG Industries 8-K Report, Financial Results (Jul 20, 2023)

PPG Industries, Inc. reported record second-quarter 2023 results, with net sales of $4,872 million (up 4% year over year from $4,691 million) and record quarterly diluted EPS of $2.06 (versus $1.86). Adjusted EPS was $2.25, compared with $1.81 in the prior-year quarter. Net income from continuing operations was $490 million, versus $443 million a year earlier. The company cited higher selling prices and moderating input costs, which more than offset lower sales volumes. Segment income rose in both reportable segments: Performance Coatings reached $537 million (up 20%) and Industrial Coatings reached $250 million (up 60%). Management said segment margins improved by 330 basis points year over year, and year-to-date operating cash flow was $621 million compared with a $136 million use of cash in the prior-year period. PPG raised its full-year 2023 adjusted EPS guidance to $7.28 to $7.48 per share and projected third-quarter adjusted EPS of $1.85 to $1.95 with total organic sales up a low single-digit percentage year over year. Management expects continued tepid global industrial production and some slowing in U.S. architectural residential repaint, partly offset by strength in aerospace and automotive OEM coatings. The third-quarter effective tax rate is expected to be between 23% and 24%, which management said would reduce adjusted third-quarter EPS by approximately $0.07 to $0.09 year over year. Net debt was $5.6 billion at quarter end, about $500 million lower than a year earlier. The filing furnishes the earnings press release under Item 2.02 and Exhibit 99 and is not deemed filed under Section 18 of the Exchange Act. Management will hold a conference call on July 21, 2023 to discuss the results.

Jul 20, 2023 8-K

PPG Industries 8-K Report, Regulation FD Disclosure (May 24, 2023)

PPG Industries, Inc. furnished a press release dated May 24, 2023 (Exhibit 99) under Item 7.01 (Regulation FD Disclosure) announcing its growth framework, called Purposeful, Profitable Growth, and related financial expectations and sustainability goals. The framework rests on four elements: focusing investment on leading positions within advantaged areas, partnering with customers for industry-leading innovation, modernizing, simplifying and digitizing operations, and delivering consistent high cash conversion with disciplined capital allocation. The company set expectations of annual organic sales growth of 2% to 4%, annual adjusted EPS growth of 8% to 12% through 2026 (compared to a 2023 baseline), and free cash flow of approximately $1 billion per year. Management also stated it will focus on returning cash to shareholders, including through increased annual dividends. The company described adjusted EPS and free cash flow as non-GAAP measures and said it cannot reconcile the targeted 2024-2026 figures to GAAP measures without unreasonable effort. PPG also announced 2030 ESG targets: 50% of sales from sustainably advantaged products, a 50% reduction in scope 1 and 2 greenhouse gas emissions relative to 2019, and a 30% reduction in scope 3 emissions relative to 2019. It said the decarbonization targets were validated by the Science-Based Targets initiative (SBTi). The details are to be published in an ESG report scheduled for May 31.

May 24, 2023