CORNING INC /NY — Director's Dealing 2022

May 18, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CORNING INC /NY (GLW)
CIK: 0000024741
Period of Report: 2022-05-16

Reporting Person: McRae Lawrence D (Vice Chairman & Corp. Dev. Off)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-05-16	Common Stock	M	11910	—	Acquired	151746	Direct
2022-05-16	Common Stock	M	1213	—	Acquired	152959	Direct
2022-05-16	Common Stock	F	6701	$35.20	Disposed	146258	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-05-16	Performance Share Unit	$	M	11910	Disposed		Common Stock (11910)	Direct
2022-05-16	Restricted Stock Unit	$	M	1213	Disposed		Common Stock (1213)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	760.4478	Indirect
Common Stock	5667.1975	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Restricted Stock Unit	$		Common Stock (38423)	38423	Direct
Performance Share Unit	$		Common Stock (61892)	61892	Direct
Restricted Stock Unit	$		Common Stock (16851)	16851	Direct
Performance Share Unit	$		Common Stock (13468)	13468	Direct
Restricted Stock Unit	$		Common Stock (21452)	21452	Direct

Footnotes

F1: The Reporting Person disclaims beneficial ownership of all securities held by spouse.

F2: Each Performance Share Unit represents a contingent right to receive one share of Corning Incorporated Common Stock.

F3: Performance Share Units were earned February 3, 2021 per Compensation Committee decision that performance criteria were satisfied for fiscal year 2020 pursuant to the 2020 agreement. Earned units remain restricted until vesting. The earned units will vest ratably over 3 years from the grant date and convert to GLW common stock, subject to service-based vesting requirement.

F4: Each restricted stock unit represents a contingent right to receive one share of Corning Incorporated Common Stock.

F5: The restricted stock units will vest ratably over three years from grant date. Vested shares will be delivered to the reporting person within sixty (60) days after vesting. Events such as retirement, death, disability, and others specified in the agreement may result in vesting prior to the vesting dates.

F6: The Restricted Stock Units vest 100% on April 14, 2023. Vested shares will be delivered to the reporting person within thirty (30) days after April 14, 2023. Events such as retirement, death, disability, and others specified in the agreement may result in vesting prior to April 14, 2023.

F7: Earned performance share units remain restricted until April 14, 2023, when they vest and convert to GLW common stock, subject to service-based vesting requirement.

F8: The Restricted Stock Units vest 100% on April 15, 2024. Vested shares will be delivered to the reporting person within thirty (30) days after April 15, 2024. Events such as retirement, death, disability, and others specified in the agreement may result in vesting prior to April 15, 2024.

F9: Earned performance share units remain restricted until April 15, 2024, when they vest and convert to GLW common stock, subject to service-based vesting requirement.

F10: The Restricted Stock Units vest 100% on April 15, 2025. Vested shares will be delivered to the reporting person within thirty (30) days after April 15, 2025. Events such as retirement, death, disability, and others specified in the agreement may result in vesting prior to April 15, 2025.