[8-K] CROWN HOLDINGS, INC. Reports Material Event

Rhea-AI Filing Summary

Crown Holdings, Inc. (CCK) announced that its wholly owned subsidiary Crown Cork & Seal Company, Inc. will redeem all of its outstanding 7-3/8% Debentures due 2026 with an initial aggregate principal amount of $350 million. The debentures are scheduled to be redeemed on December 21, 2025 at a price equal to the greater of 100% of the principal amount or the discounted value of the remaining scheduled payments at the applicable Treasury Rate plus 15 basis points, in each case plus accrued interest to the redemption date. The company and the issuer expect that December 19, 2025 will be the last trading day for these debentures on the New York Stock Exchange.

Insights

Corporate debt and capital structure analyst

CCK is fully redeeming a $350M bond issue ahead of its 2026 maturity.

Crown Holdings, through subsidiary Crown Cork & Seal Company, Inc., plans to redeem all of its 7-3/8% Debentures due 2026 with an initial aggregate principal amount of $350,000,000. The redemption on December 21, 2025 will be priced at the greater of 100% of principal or the present value of remaining scheduled payments, discounted at the Treasury Rate plus 15 basis points, plus accrued interest.

This structure follows a typical make-whole call, which compensates investors for early repayment by tying the redemption price to Treasury yields plus a small spread. The filing notes that December 19, 2025 is expected to be the last trading day for these debentures on the New York Stock Exchange, after which the issue will no longer be listed or traded there.

The information provided focuses on terms and timing of the redemption rather than how it is funded or its broader balance sheet effects. Future company disclosures may provide additional context on capital structure strategy around this redemption.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): November 21, 2025

CROWN HOLDINGS, INC.

(Exact name of Registrant as specified in its charter)

Pennsylvania		001-41550		75-3099507
(State or Other Jurisdiction of Incorporation or Organization)		(Commission File Number)		(I.R.S. Employer Identification No.)

14025 Riveredge Drive, Suite 300

Tampa, Florida 33637

(215) 698-5100

(Address, Including Zip Code, and Telephone Number, Including Area Code, of Registrant’s Principal Executive Offices)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

securities registered pursuant to section 12(b) of the act:

Title of each class		Trading Symbols		Name of each exchange on which registered
Common Stock $5.00 Par Value		CCK		New York Stock Exchange
7 3/8% Debentures Due 2026		CCK26		New York Stock Exchange
7 1/2% Debentures Due 2096		CCK96		New York Stock Exchange

Item 8.01. Other Events.

Crown Cork & Seal Company, Inc. (the “Issuer”), a wholly-owned subsidiary of Crown Holdings, Inc., a Pennsylvania corporation (the “Company”), has issued a notice of redemption to redeem all of the Issuer’s outstanding 7-3/8% Debentures due 2026 (the “Debentures”) with an initial aggregate principal amount outstanding of $350 million. The Debentures will be redeemed on December 21, 2025 (the “Redemption Date”), at the redemption price equal to the greater of (i) 100% of the principal amount of the Debentures to be redeemed and (ii) the sum of the present values of the Remaining Scheduled Payments thereon discounted to the Redemption Date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the Treasury Rate plus 15 basis points, plus in either case accrued interest on the principal amount being redeemed to the Redemption Date, calculated in accordance with Article 11 of that certain Indenture, dated as of December 17, 1996, by and among the Issuer, Crown Cork & Seal Finance plc, Crown Cork & Seal Finance S.A., and the Bank of New York, as trustee).

As a result of the redemption, the Company and Issuer expect December 19, 2025 to be the last day on which the Debentures will be traded on the New York Stock Exchange.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: November 24, 2025

CROWN HOLDINGS, INC.
By:		/s/ Kevin C. Clothier
Name:		Kevin C. Clothier
Title:		Senior Vice President and Chief Financial Officer and Interim Chief Accounting Officer

FAQ

What did Crown Holdings, Inc. (CCK) announce regarding its 2026 debentures?

Crown Holdings, Inc., through its subsidiary Crown Cork & Seal Company, Inc., announced a full redemption of its 7-3/8% Debentures due 2026 with an initial aggregate principal amount of $350 million.

When will Crown Holdings redeem the 7-3/8% Debentures due 2026?

The 7-3/8% Debentures due 2026 are scheduled to be redeemed on December 21, 2025, which is defined as the Redemption Date.

What redemption price will apply to Crown Holdings 2026 debentures?

The redemption price will be the greater of 100% of the principal amount of the debentures being redeemed or the sum of the present values of the remaining scheduled payments discounted at the Treasury Rate plus 15 basis points, in each case plus accrued interest to the Redemption Date.

How much principal is being redeemed on Crown Holdings 7-3/8% Debentures due 2026?

The notice of redemption covers debentures with an initial aggregate principal amount outstanding of $350 million.

When will the 7-3/8% Debentures due 2026 stop trading on the NYSE?

Crown Holdings and the issuer expect that December 19, 2025 will be the last day on which the 7-3/8% Debentures due 2026 trade on the New York Stock Exchange.

Which Crown Holdings entity issued the 7-3/8% Debentures due 2026?

The 7-3/8% Debentures due 2026 were issued by Crown Cork & Seal Company, Inc., a wholly owned subsidiary of Crown Holdings, Inc.