Pay Versus Performance Table



Pay Versus Performance
Year (a)	Summary Compensation Table Total for PEO (b)(1)	Compensation Actually Paid to PEO (c)(1)(2)	Average Summary Compensation Table Total for Non-PEO Named Executive Officers (d)(1)	Average Compensation Actually Paid to Non-PEO Named Executive Officers (e)(1)(2)	Value of Initial Fixed $100 Investment Based On:		Net Income (h)	PHINIA Adjusted Operating Margin (i)(4)
					Total Shareholder Return (f)(3)	Peer Group Total Shareholder Return (g)(3)


2023	$8,180,043	$9,382,637	$1,714,367	$1,737,186	$83.97	$97.97	$102,000,000	10.1	%

(1)Mr. Ericson served as our principal executive officer (PEO) for 2023. For 2023, our non-PEO NEOs included Ms. Gropp, Mr. Boyle, Mr. Anderson and Ms. Di Beasi.

(2)For 2023, the values included in this column for the compensation actually paid to our PEO and the average compensation actually paid to our non-PEO NEOs reflect the following adjustments to the values included in column (b) and column (d), respectively:


PEO	2023
Summary Compensation Table (SCT) Total for PEO (column (b))	$	8,180,043
- aggregate change in actuarial present value of pension benefits	0
+ service cost of pension benefits	0
+ prior service cost of pension benefit	0
- SCT “Stock Awards” column value	5,891,782
- SCT “Option Awards” column value	0
+ year-end fair value of equity awards granted in the covered year that are outstanding and unvested as of the covered year-end	6,357,568
- change in fair value of equity awards granted in prior years that are outstanding and unvested as of the covered year-end	(51,145)
+ vesting date fair value of equity awards granted and vested in the covered year	787,953
+/- change in fair value of equity awards granted in prior years that vested in the covered year	0
- fair value as of prior-year end of equity awards granted in prior years that failed to vest in the covered year	0
+ dollar value of dividends/earnings paid prior to the vesting date on equity awards in the covered year	0
+ excess fair value for equity award modifications	0
Compensation Actually Paid to PEO (column (c))	$	9,382,637


Average for Non-PEO NEOs	2023
Average SCT Total for Non-PEO NEOs (column (d))	$	1,714,367
- aggregate change in actuarial present value of pension benefits	0
+ service cost of pension benefits	0
+ prior service cost of pension benefits	0
- SCT “Stock Awards” column value	619,720
- SCT “Option Awards” column value	0
+ year-end fair value of equity awards granted in the covered year that are outstanding and unvested as of the covered year-end	696,715
+/- change in fair value of equity awards granted in prior years that are outstanding and unvested as of the covered year-end	(6,269)
+ vesting date fair value of equity awards granted and vested in the covered year	0
+/- change in fair value of equity awards granted in prior years that vested in the covered year	(47,907)
- fair value as of prior-year end of equity awards granted in prior years that failed to vest in the covered year	0
+ dollar value of dividends/earnings paid prior to the vesting date on equity awards in the covered year	0
+ excess fair value for equity award modifications	0
Average Compensation Actually Paid to Non-PEO NEOs (column (e))	$	1,737,186

(3)For 2023, total shareholder return for the Company and the peer group was calculated as the yearly percentage change in cumulative total shareholder return based on a deemed fixed investment of $100 at market close on July 5, 2023 and in accordance with Items 201(e) and 402(v) of Regulation S-K. For purposes of this pay versus performance disclosure, our peer group is the same peer group used for purposes of the performance graph included in the Company’s Annual Report, the S&P 600 Automotive Parts & Equipment Index (for purposes of this Pay Versus Performance section only, the Peer Group).

(4)PHINIA Adjusted Operating Margin is defined in the Compensation Discussion and Analysis and is calculated as set forth in Annex A.

Peer Group Issuers, Footnote

For 2023, total shareholder return for the Company and the peer group was calculated as the yearly percentage change in cumulative total shareholder return based on a deemed fixed investment of $100 at market close on July 5, 2023 and in accordance with Items 201(e) and 402(v) of Regulation S-K. For purposes of this pay versus performance disclosure, our peer group is the same peer group used for purposes of the performance graph included in the Company’s Annual Report, the S&P 600 Automotive Parts & Equipment Index (for purposes of this Pay Versus Performance section only, the Peer Group).

PEO Actually Paid Compensation Amount

9,382,637

Non-PEO NEO Average Compensation Actually Paid Amount

$ 1,737,186

Compensation Actually Paid vs. Company Selected Measure

Relationship Between Compensation Actually Paid
and PHINIA Adjusted Operating Margin

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PEO CAP

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Avg Non-PEO NEO CAP

PHINIA Adjusted Operating Margin

Tabular List, Table

The following table lists the financial performance measures that we believe represent the most important financial performance measures used to link compensation actually paid to our NEOs for 2023 to Company performance.