8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM	8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported): August 7, 2025

PPG INDUSTRIES, INC.
(Exact Name of Registrant as Specified in Charter)		Pennsylvania	001-1687	25-0730780
---	---	---
(State or Other Jurisdiction<br>of Incorporation)	(Commission<br>File Number)	(I.R.S. Employer<br>Identification No.)

One PPG Place, Pittsburgh, Pennsylvania, 15272

(Address of Principal Executive Offices, and Zip Code)

(412) 434-3131

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(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:

☐ Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communication 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 $1.66 2/3	PPG	New York Stock Exchange
0.875% Notes due 2025	PPG 25	New York Stock Exchange
1.400% Notes due 2027	PPG 27	New York Stock Exchange
2.750% Notes due 2029	PPG 29A	New York Stock Exchange
3.250% Notes due 2032	PPG32	New 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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

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. ☐

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

On August 7, 2025, Anne M. Foulkes, Senior Vice President and General Counsel of PPG Industries, Inc. (the “Company”), announced her intention to retire from the Company on August 31, 2026. Effective January 1, 2026, Ms. Foulkes will serve as Senior Vice President, Legal and Special Projects, to ensure a smooth transition of general counsel responsibilities and oversee certain projects for the Company. In connection with her retirement, Ms. Foulkes will be eligible to receive a payment in 2027 under the Company’s annual incentive plan for the full year of 2026. Her previously awarded stock options, restricted stock units and total shareholder return contingent shares will vest in accordance with their terms.

On August 11, 2025, the Company announced that, effective January 1, 2026, Joseph R. Gette, currently Vice President, Deputy General Counsel and Secretary of the Company will become Senior Vice President, General Counsel and Secretary.

On August 11, 2025, the Company issued a press release announcing Ms. Foulkes’s retirement. The press release is attached hereto as Exhibit 99 and is incorporated herein by reference.

Item 9.01	Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number	Description
99	Press release of PPG Industries, Inc. dated August 11, 2025
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

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.

		PPG INDUSTRIES, INC.
		(Registrant)
Date: August 7, 2025	By:	/s/ Timothy M. Knavish
		Timothy M. Knavish
		Chairman and Chief Executive Officer

Document

Exhibit 99

News

Media Contact:

Greta Edgar Borza

Corporate Communications

+1-724-316-7552

edgar@ppg.com

Investor Contact:

Alex Lopez

Investor Relations

+1-412-434-3466

alejandrolopez@ppg.com

investor.ppg.com

PPG announces succession plan details of general counsel

Anne M. Foulkes, current senior vice president and general counsel, appointed to new executive leadership role through August 31, 2026

PITTSBURGH, August 11, 2025 – PPG (NYSE:PPG) today announced that Anne M. Foulkes, who has served as senior vice president and general counsel since 2018 and is a 30-year veteran of the company, will retire as part of a planned succession for the role. Effective Jan. 1, 2026, Foulkes, 62, will serve in a new role as 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 behalf of the PPG leadership team, I want to congratulate Anne on an outstanding career and thank her for her dedication and many contributions to PPG,” said Tim Knavish, PPG chairman and CEO. “Anne’s extensive background and experience counseling various PPG functions and business units over the years have been invaluable. Her leadership extends beyond legal counsel as a valued member of the company’s operating and executive committees. She also serves as a trusted confidant and mentor to many PPG employees as well as an executive sponsor and advocate of our employee resource groups. We thank Anne for agreeing to remain a key part of the executive leadership team through August 2026.”

Foulkes joined PPG in Pittsburgh in 1995, initially supporting the chemicals group on commercial and contract legal matters. Since that time, she has worked in a number of roles of increasing responsibility, including providing legal support to all of the company’s business units and the environment, health and safety (EHS) function, and serving as counsel for the corporate development group, providing legal support for global acquisition and divestiture activities. In 2005, Foulkes was promoted to corporate counsel with responsibility for all commercial, antitrust, labor and employment, and intellectual property legal matters for the aerospace, architectural coatings, automotive refinish, and protective and marine coatings businesses, and in 2010, she was promoted to assistant general counsel. Foulkes was appointed assistant general counsel and secretary of the company in 2011 and then in 2016, was elected as vice president, associate general counsel and secretary. She was elected an executive officer in 2018 and named to her current role.

Prior to joining PPG, Foulkes was a litigation attorney with the law firm of Eckert, Seamans, Cherin & Mellott in Pittsburgh. She earned a bachelor’s degree from Tufts University and a law degree from The Dickinson School of Law. Anne is a member of the Association of Corporate Counsel and served on the board of the Greater Pittsburgh Community Food Bank from 2011 to 2021. She currently serves on the Board of the United Way of Southwestern Pennsylvania.

PPG: WE PROTECT AND BEAUTIFY THE WORLD®

At PPG (NYSE:PPG), we work every day to develop and deliver the paints, coatings and specialty materials that our customers have trusted for more than 140 years. Through dedication and creativity, we solve our customers’ biggest challenges, collaborating closely to find the right path forward. With headquarters in Pittsburgh, we operate and innovate in more than 70 countries and reported net sales of $15.8 billion in 2024. We serve customers in construction, consumer products, industrial and transportation markets and aftermarkets. To learn more, visit www.ppg.com.

The PPG Logo and We protect and beautify the world are registered trademarks of PPG Industries Ohio, Inc.