Mayer Saverio 4

4 · Smurfit Westrock plc · Filed Mar 20, 2026

AI-generated summary of this filing

Updated Mar 20, 2026

Smurfit Westrock Mayer Saverio (President EMEA/APAC) Receives RSU Award

What Happened

Mayer Saverio, President and Chief Executive Officer, Europe, MEA and APAC for Smurfit Westrock plc, received restricted stock unit (RSU) awards and related dividend-equivalent RSUs. On 2026-03-18 he was credited with 190 RSUs (acquired, $0.00 per share) and 431 derivative RSUs (acquired, $0.00). On 2026-03-19, 28 ordinary shares were withheld to satisfy tax withholding at $38.58 per share, a withholding value of $1,080.
These awards include dividend equivalents tied to the company’s quarterly dividend ($0.4523 per ordinary share) and are subject to the RSU plan terms.

Key Details

Transaction dates and prices:
- 2026-03-18: 190 RSUs granted/acquired at $0.00 (award)
- 2026-03-18: 431 derivative RSUs granted/acquired at $0.00 (award/derivative)
- 2026-03-19: 28 shares withheld for tax at $38.58 each (total $1,080) — tax withholding reported as a disposition (F)
Shares owned after transaction: not specified in the provided excerpt of the filing.
Notable footnotes:
- F1: Additional RSUs accrued as dividend equivalents in connection with the $0.4523 quarterly dividend; each RSU equals the right to one ordinary share.
- F2: 28 ordinary shares were withheld to satisfy the reporting person’s tax withholding obligation related to dividend-equivalent RSUs that vested/settled on 12 March 2026 and were withheld on 19 March 2026.
- F3: A separate block of 37,219 restricted stock units is noted to vest and be due for settlement in February 2027.
Filing timeliness: Form 4 was filed on 2026-03-20 for transactions dated 2026-03-18; this appears to be timely (within the standard two-business-day window).

Context

These transactions are compensation-related (RSU awards and dividend equivalents) rather than open-market purchases or sales; the 28-share disposition is a routine tax-withholding action, not a market sale for investment purposes.
Derivative/RSU entries mean Saverio has the right to receive shares under the company’s equity plan; larger future vesting (37,219 RSUs due Feb 2027) could result in further share issuance or withholding when settled.

Form 4

Period: 2026-03-18

See remarks

Transactions

Award
Ordinary Shares
[F1]
2026-03-18+190→ 241,018 total
Tax Payment
Ordinary Shares
[F2]
2026-03-19$38.58/sh−28$1,080→ 240,990 total
Award
Restricted Stock Units (PSP)
[F1][F3]
2026-03-18+431→ 37,219 total
Exercise: $0.00→ Ordinary Shares (431 underlying)

Footnotes (3)

[F1]In accordance with the terms of the restricted stock unit award, additional restricted stock units accrued as dividend equivalents in connection with the Issuer's payment of a quarterly dividend of $0.4523 per ordinary share. Such additional restricted stock units are subject to the same terms and conditions as the underlying award. Each restricted stock unit represents the right to receive one ordinary share.
[F2]Reflects ordinary shares of Smurfit Westrock plc withheld to satisfy the reporting person's tax withholding obligation upon the vesting and settlement of dividend equivalents, which accrued on 18 March 2026. Since these dividend equivalents were associated with restricted stock units that vested and settled on 12 March 2026, the dividend equivalents immediately vested and settled on 19 March 2026 in accordance with the terms of the associated restricted stock unit award.
[F3]The 37,219 restricted stock units vest and are due to be settled in February 2027

Signature

/s/ Ciara O'Riordan (attorney-in-fact for Saverio Mayer)|2026-03-20

1 file