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Avery Dennison (AVY) SVP reports new RSU grants and performance-based vesting

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(Very High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Avery Dennison senior vice president and chief strategy and development officer Danny Gilad Allouche reported a series of equity compensation transactions. He was granted 2,183 restricted stock units from a 2026 RSU award and 3,157 performance units from a 2026 PU award, each representing the right to receive one share of common stock if vesting conditions are met.

Multiple earlier performance-based MSU and PU awards vested on the same date at 56% to 96% of target based on absolute and relative total stockholder return and economic value added metrics, as described in the footnotes. These vestings resulted in common shares being acquired indirectly through a trust at a reference price of $194.78 per share, with several smaller tax-withholding dispositions reported under code F to satisfy exercise price or tax obligations.

Positive

  • None.

Negative

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Insider Allouche Danny Gilad
Role SVP & CSDO
Type Security Shares Price Value
Grant/Award 2026 RSU Award 2,183 $0.00 --
Grant/Award 2026 PU Award 3,157 $0.00 --
Exercise 2022 MSU Award 466 $0.00 --
Exercise 2023 MSU Award 352 $0.00 --
Exercise 2024 MSU Award 236 $0.00 --
Exercise 2025 MSU Award 590 $0.00 --
Exercise 2023 PU Award 791 $0.00 --
Exercise Common Stock 466 $194.78 $91K
Tax Withholding Common Stock 202 $194.78 $39K
Exercise Common Stock 352 $194.78 $69K
Tax Withholding Common Stock 142 $194.78 $28K
Exercise Common Stock 236 $194.78 $46K
Tax Withholding Common Stock 91 $194.78 $18K
Exercise Common Stock 590 $194.78 $115K
Tax Withholding Common Stock 239 $194.78 $47K
Exercise Common Stock 791 $194.78 $154K
Tax Withholding Common Stock 314 $194.78 $61K
Holdings After Transaction: 2026 RSU Award — 2,183 shares (Direct); 2026 PU Award — 3,157 shares (Direct); 2022 MSU Award — 0 shares (Direct); 2023 MSU Award — 348 shares (Direct); 2024 MSU Award — 495 shares (Direct); 2025 MSU Award — 1,847 shares (Direct); 2023 PU Award — 0 shares (Direct); Common Stock — 22,172 shares (Indirect, Trust)
Footnotes (1)
  1. Restricted stock units (RSUs) vest 25% on each of the first, second, third and fourth anniversaries of the grant date. Each RSU represents a contingent right to receive one share of common stock. Performance units (PUs) vest, at the end of fiscal year 2028, provided certain performance objectives are met as determined by the Compensation Committee in February 2029. Each PU represents a contingent right to receive one share of common stock. Shares reflect the vesting of the fourth tranche of MSUs granted in February 2022 at 92% of target based on our absolute total stockholder return in excess of 10% during the 2022-2025 performance period, plus dividend equivalents accrued during the period. Shares reflect the vesting of the third tranche of MSUs granted in March 2023 at 96% of target based on our absolute total stockholder return during the 2023-2025 performance period, plus dividend equivalents accrued during the period. Shares reflect the vesting of the second tranche of MSUs granted in March 2024 at 92% of target based on our absolute total stockholder return during the 2024-2025 performance period, plus dividend equivalents accrued during the period. Shares reflect the vesting of the first tranche of MSUs granted in March 2025 at 94% of target based on our absolute total stockholder return during the 2025 performance period, plus dividend equivalents accrued during the period. Shares reflect the vesting of PUs granted in March 2023 at 56% of target, based 50% on our cumulative economic value added of 0% of target and 50% on our relative total stockholder return of 112% of target.
SEC Form 4
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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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*
Allouche Danny Gilad

(Last) (First) (Middle)
8080 NORTON PKWY

(Street)
MENTOR OH 44060

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Avery Dennison Corp [ AVY ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP & CSDO
3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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
Common Stock 03/01/2026 M 466 A $194.78 22,172 I Trust
Common Stock 03/01/2026 F 202 D $194.78 21,970 I Trust
Common Stock 03/01/2026 M 352 A $194.78 22,322 I Trust
Common Stock 03/01/2026 F 142 D $194.78 22,180 I Trust
Common Stock 03/01/2026 M 236 A $194.78 22,416 I Trust
Common Stock 03/01/2026 F 91 D $194.78 22,325 I Trust
Common Stock 03/01/2026 M 590 A $194.78 22,915 I Trust
Common Stock 03/01/2026 F 239 D $194.78 22,676 I Trust
Common Stock 03/01/2026 M 791 A $194.78 23,467 I Trust
Common Stock 03/01/2026 F 314 D $194.78 23,153 I Trust
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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
2026 RSU Award $0 03/01/2026 A 2,183 03/01/2027(1) 03/01/2030 Common Stock 2,183 $0 2,183 D
2026 PU Award $0 03/01/2026 A 3,157 03/01/2029(2) 03/01/2029 Common Stock 3,157 $0 3,157 D
2022 MSU Award $0 03/01/2026 M 466 03/01/2023(3) 03/01/2026 Common Stock 466 $0 0 D
2023 MSU Award $0 03/01/2026 M 352 03/01/2024(4) 03/01/2027 Common Stock 352 $0 348 D
2024 MSU Award $0 03/01/2026 M 236 03/01/2025(5) 03/01/2028 Common Stock 236 $0 495 D
2025 MSU Award $0 03/01/2026 M 590 03/01/2026(6) 03/01/2029 Common Stock 590 $0 1,847 D
2023 PU Award $0 03/01/2026 M 791 03/01/2026(7) 03/01/2026 Common Stock 791 $0 0 D
Explanation of Responses:
1. Restricted stock units (RSUs) vest 25% on each of the first, second, third and fourth anniversaries of the grant date. Each RSU represents a contingent right to receive one share of common stock.
2. Performance units (PUs) vest, at the end of fiscal year 2028, provided certain performance objectives are met as determined by the Compensation Committee in February 2029. Each PU represents a contingent right to receive one share of common stock.
3. Shares reflect the vesting of the fourth tranche of MSUs granted in February 2022 at 92% of target based on our absolute total stockholder return in excess of 10% during the 2022-2025 performance period, plus dividend equivalents accrued during the period.
4. Shares reflect the vesting of the third tranche of MSUs granted in March 2023 at 96% of target based on our absolute total stockholder return during the 2023-2025 performance period, plus dividend equivalents accrued during the period.
5. Shares reflect the vesting of the second tranche of MSUs granted in March 2024 at 92% of target based on our absolute total stockholder return during the 2024-2025 performance period, plus dividend equivalents accrued during the period.
6. Shares reflect the vesting of the first tranche of MSUs granted in March 2025 at 94% of target based on our absolute total stockholder return during the 2025 performance period, plus dividend equivalents accrued during the period.
7. Shares reflect the vesting of PUs granted in March 2023 at 56% of target, based 50% on our cumulative economic value added of 0% of target and 50% on our relative total stockholder return of 112% of target.
/s/ Vikas Arora, attorney-in-fact for Danny Gilad Allouche 03/03/2026
** 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.

FAQ

What insider transactions did Avery Dennison (AVY) report for Danny Gilad Allouche?

Danny Gilad Allouche reported grants of new 2026 restricted stock units and performance units, plus vesting and exercises of prior MSU and PU awards. Resulting common shares were acquired indirectly through a trust, with some shares withheld to cover exercise price or tax obligations.

How many new equity awards did the Avery Dennison (AVY) executive receive?

He received 2,183 restricted stock units from a 2026 RSU award and 3,157 performance units from a 2026 PU award. Each unit represents a contingent right to one Avery Dennison common share, subject to time-based or performance-based vesting conditions described in the filing footnotes.

What performance results affected the vesting of Avery Dennison (AVY) MSU awards?

MSU tranches granted in 2022, 2023, 2024, and 2025 vested between 92% and 96% of target. Vesting levels were based on absolute total stockholder return over specified performance periods, plus dividend equivalents accrued during those periods, as detailed in the transaction footnotes.

How did performance units (PUs) for Avery Dennison (AVY) vest for the executive?

PUs granted in March 2023 vested at 56% of target, based half on cumulative economic value added at 0% of target and half on relative total stockholder return at 112% of target. Each PU converts into one common share upon vesting under these performance results.

Why were some Avery Dennison (AVY) shares reported as dispositions under code F?

Code F transactions represent shares delivered to pay the exercise price or satisfy related tax liabilities. Several common stock entries show smaller share amounts disposed at $194.78 per share, reflecting tax-withholding or exercise-cost payments tied to vesting and exercises of prior equity awards.

How are the new Avery Dennison (AVY) 2026 RSU and PU awards scheduled to vest?

The 2026 RSU award vests in four equal 25% installments on each of the first four anniversaries of the grant date. The 2026 PU award vests at the end of fiscal 2028, subject to performance objectives set and certified by the Compensation Committee in February 2029.
Avery Dennison Corp

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