0001968915FALSE00019689152024-06-192024-06-19

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 19, 2024
PHINIA INC.
________________________________________________
(Exact name of registrant as specified in its charter)
Delaware001-4170892-2483604
State or other jurisdiction ofCommission File Number(I.R.S. Employer
Incorporation or organizationIdentification No.)
3000 University DriveAuburn Hills,Michigan48326
(Address of principal executive offices)(Zip Code)
Registrant’s telephone number, including area code: (248) 732-1900
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol(s)Name of each exchange on which registered
Common Stock, par value $0.01 per sharePHINNew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o  


Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On June 25, 2024, PHINIA Inc. (the “Company”) filed a Current Report on Form 8-K (the “Initial 8-K”) to announce the election of Meggan M. Walsh to the Company’s Board of Directors (the “Board”), effective July 1, 2024. At the time of the filing of the Initial 8-K, the Board had not yet approved Ms. Walsh’s committee appointment or her annual equity award pursuant to the Company’s non-employee director compensation program.

In accordance with Instruction 2 to Item 5.02 of Form 8-K, the Company is filing this amendment to the Initial 8-K to disclose that on August 1, 2024, the Board appointed Ms. Walsh to serve as a member of the Corporate Governance Committee of the Board, effective as of such date. Also on August 1, 2024, the Board approved a pro-rated grant of 2,748 shares of restricted stock to Ms. Walsh. The restricted stock award will generally vest on the date of the Company’s 2025 Annual Meeting of Shareholders, subject to Ms. Walsh’s continued service through such date.



SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.
PHINIA Inc.
Date: August 7, 2024
By:/s/ Robert Boyle
Name: Robert Boyle
Title: Vice President, General Counsel and Secretary

v3.24.2.u1
Cover
Jun. 19, 2024
Cover [Abstract]  
Document Type 8-K/A
Document Period End Date Jun. 19, 2024
Entity Registrant Name PHINIA INC.
Entity Incorporation, State or Country Code DE
Entity File Number 001-41708
Entity Tax Identification Number 92-2483604
Entity Address, Address Line One 3000 University Drive
Entity Address, City or Town Auburn Hills,
Entity Address, State or Province MI
Entity Address, Postal Zip Code 48326
City Area Code 248
Local Phone Number 732-1900
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, par value $0.01 per share
Trading Symbol PHIN
Security Exchange Name NYSE
Entity Emerging Growth Company false
Amendment Flag false
Entity Central Index Key 0001968915
PHINIA (NYSE:PHIN)
Historical Stock Chart
From Oct 2024 to Nov 2024 Click Here for more PHINIA Charts.
PHINIA (NYSE:PHIN)
Historical Stock Chart
From Nov 2023 to Nov 2024 Click Here for more PHINIA Charts.