PPG INDUSTRIES INC

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of

the Securities Exchange Act of 1934 (Amendment No. )

A MESSAGE FROM PPG'SINDEPENDENT LEAD DIRECTOR

Dear Fellow Shareholders:

It is an honor to once again serve as PPG’s Independent Lead Director, supporting our Board’s efforts to guide the company in delivering long-term value and advancing strong corporate governance that benefits our shareholders.

Throughout 2025, the Board remained actively engaged in stewarding PPG’s enterprise growth strategy and overseeing key initiatives aimed at strengthening the company’s competitive position. The company is focused on higher-margin, technology-driven segments that are strong organic growth drivers. Following strategic portfolio actions in 2024, we have created a sharper, more focused company. We announced a $380 million investment to build a new manufacturing facility in Shelby, N.C., to meet the growing demand for aerospace coatings and sealants. The Company also inaugurated a waterborne automotive coatings plant in Thailand, which will enhance PPG’s local production capacity of waterborne basecoats and primers and help meet rising demand for sustainably advantaged coatings.

PPG’s business demonstrated resilience in a challenging industrial macro environment in 2025, delivering sales volume and selling price growth in all four quarters that resulted in an increase of 2% in organic sales. We generated $1.9 billion in operating cash flow and a free cash flow yield of 5%. The team’s focus on growth enabled PPG to continue to reward shareholders. The company repurchased approximately $790 million in stock in 2025, which represented approximately 3% of our outstanding shares. Combined with dividends, PPG returned $1.4 billion to shareholders in 2025. PPG has raised its annual dividend payout for 54 consecutive years and has paid uninterrupted annual dividends for 126 years. The Company also maintains strong financial flexibility with cash and short-term investments totaling approximately $2.2 billion at year end.

During the year, we maintained our robust board succession and refreshment efforts adding two new directors to our Board. We elected Leon Topalian, Chair, President and Chief Executive Officer of Nucor Corporation, to the Board. He serves on the Audit Committee and the Sustainability and Innovation Committee, bringing nearly 30 years of experience in manufacturing and operations. His experience leading the largest and most diversified steel and steel products producer in North America will provide valuable expertise to PPG and the Company’s leadership team. In addition, we elected Todd M. Schneider, President and Chief Executive Officer of Cintas, to the Board, serving on the Nominating and Governance Committee and Sustainability and Innovation Committee. Schneider has been with Cintas for more than 35 years and brings a deep knowledge of sales, service and operations. His top-tier understanding of how to provide exceptional service to customers will be a strong asset to PPG’s leadership.

As we continuously look at ways to evolve and strengthen PPG’s governance, in recent years we have declassified our Board, eliminated supermajority voting requirements, endorsed the right of shareholders to call special meetings and have approved new stand-alone policies that: limit the number of public company boards on which PPG’s directors may serve; provide for compensation recovery from executives; and limit the amount of severance payments for executives. Developing these new policies reflects our comprehensive approach to governance and facilitates more transparent Board oversight.

As markets evolve, the Board is confident in PPG’s differentiated position and strategy. We have enhanced capabilities in high-growth, high-return areas—backed by innovation, sustainability leadership and operational discipline. Our culture of continuous improvement, paired with strategic focus, positions PPG well to deliver long-term, sustainable value.

On behalf of the Board of Directors, it is my pleasure to invite you to PPG’s 2026 Annual Meeting of Shareholders, which will be held at 11:00 a.m., Eastern Time, on Thursday, April 16,2026, via live audio webcast at www.virtualshareholdermeeting.com/PPG2026. We encourage you to read the attached Proxy Statement and vote on the included proposals.

I thank you for your continued confidence and support. PPG's Board remains committed to advancing the company’s mission of delivering solutions that protect and beautify the world® while delivering strong returns for shareholders.

Michael W. Lamach

Independent Lead Director

PPG Board of Directors

NOTICE OF ANNUAL MEETINGOF SHAREHOLDERS

Attending the Virtual Annual Meeting:

Our Board of Directors has fixed the close of business on February 20, 2026 as the record date for the determination of shareholders who are entitled to notice of and to vote at our Annual Meeting or any adjournments or postponements thereof. To attend the virtual Annual Meeting, please follow the instructions at:

www.virtualshareholdermeeting.com/PPG2026

You will not be able to attend the Annual Meeting in person. If you plan to participate in the virtual meeting by voting or asking questions, you will need to pre-register by 5:00 p.m. Eastern Time on April 15, 2026. To pre-register for the meeting, please follow the instructions provided under the General Matters section found in the accompanying Proxy Statement. Shareholders may only participate online and must pre-register to vote and ask questions at the virtual meeting. A listen-only, live webcast of the virtual Annual Meeting will also be available to all shareholders and guests who do not pre-register at www.virtualshareholdermeeting.com/PPG2026.

Please Vote

Please know that your vote is very important to us, and we encourage you to vote promptly. Whether or not you expect to attend the virtual Annual Meeting, please vote via the Internet or telephone, or by paper proxy card or vote instruction form, which you should complete, sign and return by mail, so that your shares may be voted.

Joseph R. GetteSenior Vice President, General Counsel and SecretaryMarch 5, 2026

Forward-Looking Statements and Incorporation of Website Information

This Proxy Statement includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding our financial outlook, governance and compensation programs; sustainability; culture; community engagement; and related goals, commitments and strategies. These statements involve risks and uncertainties. Our actual future results, including the achievement of our targets, goals or commitments, could differ materially from our projected results as the result of changes in circumstances, assumptions not being realized, or other risks, uncertainties and factors, including due to the risks and uncertainties that are discussed in our most recently filed periodic reports on Form 10-K and Form 10-Q, current reports on Form 8-K and subsequent filings. We assume no obligation to update any forward-looking statements or information, which speak as of the date of this Proxy Statement. This Proxy Statement includes several website addresses and references to additional materials found on those websites. These websites and materials are not incorporated herein by reference.