Axalta Coating Systems Ltd.

AXTA

Form 4 • Statement of Changes in Beneficial Ownership

SEC Accession Number: 0001628280-26-015411
Filing date: Mar 5, 2026
Earliest execution date: Mar 3, 2026
Reporting Owners: Tufano Amy (SVP & CHRO)

Summary

Type

Sell

Net shares

-364

% of shares

-0.93%

Amount (USD)

$11,531

Insider confidence score

48.8 out of 100

Positive

  • Tax withholding obligation
  • Small sell amount (<$50K)

Negative

  • Moderate tax withholding sell (≥0.5% of shares)

Stock transactions

Transaction 1

Security

Common Shares

Action

Exercise

Date

2026-03-03

Code

M

Net shares

+283.0

Acquired/Disposed

Acquired

Shares Owned Before

19,186.0

Shares Owned After

19,469.0

Transaction 2

Security

Common Shares

Action

Tax_withhold

Date

2026-03-03

Code

F

Net shares

-145.0

Price per Share

$31.68

Amount (USD)

$4,593.60

Acquired/Disposed

Disposed

Shares Owned Before

19,469.0

Shares Owned After

19,324.0

Transaction 3

Security

Common Shares

Action

Exercise

Date

2026-03-03

Code

M

Net shares

+426.0

Acquired/Disposed

Acquired

Shares Owned Before

19,324.0

Shares Owned After

19,750.0

Transaction 4

Security

Common Shares

Action

Tax_withhold

Date

2026-03-03

Code

F

Net shares

-219.0

Price per Share

$31.68

Amount (USD)

$6,937.92

Acquired/Disposed

Disposed

Shares Owned Before

19,750.0

Shares Owned After

19,531.0

Derivative Transactions

Transaction 1

Security

Restricted Stock Units

Action

Grant

Date

2026-03-03

Code

A

Net shares

+23,674.0

Acquired/Disposed

Acquired

Shares Owned Before

0.0

Shares Owned After

23,674.0

Transaction 2

Security

Performance Share Units

Action

Exercise

Date

2026-03-03

Code

M

Net shares

-283.0

Acquired/Disposed

Disposed

Shares Owned Before

283.0

Shares Owned After

0.0

Transaction 3

Security

Performance Share Units

Action

Exercise

Date

2026-03-03

Code

M

Net shares

-426.0

Acquired/Disposed

Disposed

Shares Owned Before

426.0

Shares Owned After

0.0

Filing's footnotes

1. Performance share units convert into common shares on a one-for-one basis.

2. Shares withheld to satisfy the tax withholding obligation applicable to the vesting of a performance share unit award.

3. Each restricted stock unit represents a contingent right to receive one common share of Axalta Coating Systems Ltd.

4. This restricted stock unit grant vests in three equal annual installments beginning on the first anniversary of the grant date.

5. As previously identified on a Form 4, in order to mitigate the potential adverse impact to the Company and the reporting person of Section 280G of the Internal Revenue Code in connection with the pending transaction between the Company and Akzo Nobel N.V. (the Section 280G Mitigation), the reporting person received an accelerated partial vesting of a performance share unit award granted on February 28, 2023 (the PSUs). The vesting in this Form 4 represents the difference between the PSUs that were accelerated and the ultimate amount of the PSUs that were earned at 169.4% of target based on the Companys achievement of Adjusted EBITDA.

6. As previously identified on a Form 4, in connection with the Section 280G Mitigation, the reporting person received an accelerated partial vesting of an award of PSUs. The vesting in this Form 4 represents the difference between the PSUs that were accelerated and the ultimate amount of the PSUs that were earned at 89.07% of target based on the Companys achievement of relative total shareholder return.

This page is for informational purposes only. While we strive for accuracy, the summary may contain inaccuracies or omissions. Please refer to the official SEC filing for authoritative information. Open the SEC filing.