02/06/2026 | Press release | Distributed by Public on 02/06/2026 15:04
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
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1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Performance Share Unit | (1) | (2) | (2) | Common Stock | 1,958 | 1,958 | D | ||||||||
| Performance Share Unit | (1) | 02/04/2026 | A | 18,831 | (3) | (3) | Common Stock | 18,831 | $ 0 | 18,831 | D | ||||
| Performance Share Unit | (1) | 02/04/2026 | A | 24,183 | (4) | (4) | Common Stock | 24,183 | $ 0 | 54,475 | D | ||||
| Performance Share Unit | (1) | 02/04/2026 | A | 36,157 | (5) | (5) | Common Stock | 36,157 | $ 0 | 72,400 | D | ||||
| Performance Share Unit | (1) | 02/04/2026 | M | 668 | (6) | (6) | Common Stock | 668 | $ 0 | 18,163 | D | ||||
| Performance Share Unit | (1) | 02/04/2026 | M | 858 | (7) | (7) | Common Stock | 858 | $ 0 | 53,617 | D | ||||
| Performance Share Unit | (1) | 02/04/2026 | M | 1,282 | (8) | (8) | Common Stock | 1,282 | $ 0 | 71,118 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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STEVERSON LEWIS A ONE RIVERFRONT PLAZA CORNING, NY 14831 |
Vice Chairman, EVP and CLAO | |||
| Melissa J. Gambol, Power of Attorney | 02/06/2026 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | Each performance share unit represents a contingent right to receive one share of Corning Incorporated common stock. |
| (2) | The performance share units (PSUs) earned February 7, 2024 will vest 1/3 after 1 year from the February 8, 2023 grant date and 1/6 every 6 months thereafter until fully vested on the third anniversary of the grant date. |
| (3) | Performance share units (PSUs) were earned February 4, 2026 per Compensation Committee decision that performance criteria were satisfied for fiscal year 2025 pursuant to the 2025 agreement. Earned PSUs remain restricted until April 14, 2028, when they vest and convert to common stock, subject to service-based vesting requirement. |
| (4) | Performance share units (PSUs) were earned February 4, 2026 per Compensation Committee decision that performance criteria were satisfied for fiscal year 2025 pursuant to the 2024 agreement. Earned PSUs remain restricted until April 15, 2027, when they vest and convert to common stock, subject to service-based vesting requirement. |
| (5) | Performance share units (PSUs) were earned February 4, 2026 per Compensation Committee decision that performance criteria were satisfied for fiscal year 2025 pursuant to the 2023 agreement. Earned PSUs remain restricted until April 15, 2026, when they vest and convert to common stock, subject to service-based vesting requirement. |
| (6) | Vesting to satisfy tax requirement pursuant to the 2025 agreement. |
| (7) | Vesting to satisfy tax requirement pursuant to the 2024 agreement. |
| (8) | Vesting to satisfy tax requirement pursuant to the 2023 agreement. |