BORGWARNER INC - 01 Jul 2023 Form 4 Insider Report for PHINIA INC. (PHIN)

Source evidence Original filing metadata and source links for verification. 4 source fields
SEC form
4
Accepted by SEC
05 Jul 2023, 16:34:48 UTC
Prior SEC filing
13 Jun 2023
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Craig Aaron, Vice President and Controller of BorgWarner Inc.

Key filing fact

BORGWARNER INC filed Form 4 for PHINIA INC. (PHIN) on 05 Jul 2023.

Key facts

  • This page summarizes BORGWARNER INC's Form 4 filing for PHINIA INC. (PHIN).
  • 2 reported transactions and 0 derivative rows are listed below.
  • Accepted by SEC: 05 Jul 2023, 16:34.

Change

  • Previous filing in this sequence was filed on 13 Jun 2023.
  • Current net transaction value: $0.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

PHIN transaction

Common stock, par value $0.01 per share

Other

Transaction value
$0
Shares
+47,013,497
Change %
+47013497%
Price
$0.000000
Shares after
47,013,597
Date
01 Jul 2023
Ownership
Direct
Footnotes
F1
PHIN transaction

Common stock, par value $0.01 per share

Other

Transaction value
$0
Shares
-47,013,597
Change %
-100%
Price
$0.000000*
Shares after
0
Date
03 Jul 2023
Ownership
Direct
Footnotes
F2
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 2 footnotes

Footnote F1

In connection with the spin-off of PHINIA Inc. ("PHINIA") by BorgWarner Inc. ("BorgWarner") and pursuant to the terms and conditions of the Contribution Agreement by and between BorgWarner and PHINIA, dated as of July 1, 2023, BorgWarner received 47,013,497 shares of PHINIA common stock, which when combined with the 100 shares of common stock held by BorgWarner prior thereto, equals the number of PHINIA shares distributed by BorgWarner in the Distribution, as such term is defined in the Separation and Distribution Agreement by and between BorgWarner and PHINIA, dated as of July 2, 2023 (the "Separation Agreement").

Footnote F2

In connection with the spin-off of PHINIA by BorgWarner and pursuant to the terms and conditions of the Separation Agreement, BorgWarner effected the Distribution, as such term is defined in the Separation Agreement, on July 3, 2023, and distributed all shares of PHINIA on a pro rata basis to the holders of record of BorgWarner common stock as of June 23, 2023, the record date.

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