President and CEO Bendheim Jack converted options into 25,000 shares and sold $296,778 worth of shares (7,040 units at $42.16) (SEC Form 4)
$PAHC
Biotechnology: Pharmaceutical Preparations
Health Care
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
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Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | ||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
PHIBRO ANIMAL HEALTH CORP [ PAHC ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 11/04/2025 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Class A Common Stock | 11/04/2025 | C(1) | 25,000 | A | $0 | 69,440 | I | See(2) | ||
| Class A Common Stock | 11/04/2025 | S(3) | 2,996 | D | $43.0061(4) | 66,444 | I | See(2) | ||
| Class A Common Stock | 11/04/2025 | S(3) | 524 | D | $43.6205(5) | 65,920 | I | See(2) | ||
| Class A Common Stock | 11/05/2025 | S(3) | 2,548 | D | $40.9805(6) | 63,372 | I | See(2) | ||
| Class A Common Stock | 11/05/2025 | S(3) | 972 | D | $41.8278(7) | 62,400 | I | See(2) | ||
| Class A Common Stock | 16,840 | D(8) | ||||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Class B Common Stock | $0 | 11/04/2025 | C | 25,000 | (1) | (1) | Class A Common Stock | 25,000 | $0 | 20,061,034 | I | See(2) | |||
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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| Explanation of Responses: |
| 1. Class B Common Stock is convertible into Class A Common Stock at any time on a one-for-one basis, at the holder's election, and has no expiration date. |
| 2. The reported securities are directly held by BFI Co., LLC ("BFI"). Jack Bendheim, a reporting person, director and officer of Phibro Animal Health Corporation (the "Issuer"), exercises voting and dispositive power over BFI and may be deemed to have shared voting and investment power over the securities held by BFI. Mr. Bendheim disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. |
| 3. The reported sales were effected pursuant to a Rule 10b5-1 trading plan adopted by BFI on May 30, 2025. |
| 4. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $42.49 to $43.48. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote and in footnotes 5, 6 and 7. |
| 5. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $43.555 to $43.705. |
| 6. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.65 to $41.535. |
| 7. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $41.67 to $42.14. |
| 8. The reported securities are directly held by Jack Bendheim. |
| /s/ Judith Weinstein, as Attorney-in-Fact for Jack Bendheim | 11/06/2025 | |
| /s/ Judith Weinstein, as Attorney-in-Fact for BFI Co., LLC | 11/06/2025 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * 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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| 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 Number. | ||