Crown Holdings (CCK) awards 12,727 restricted shares to President Americas

Rhea-AI Filing Summary

Crown Holdings, Inc. reported that Gavin Gary M, its President - Americas Division, received a grant of 12,727 shares of restricted common stock on January 5, 2026 under the company’s 2022 Stock-Based Compensation Plan. These shares were awarded at a price of $0 per share, bringing his total directly held common shares to 38,943 after the grant.

The grant is split into time-based and performance-based portions. 4,382 time-vested restricted shares are scheduled to vest over three years: 1,461 shares on January 5, 2027, 1,461 shares on January 3, 2028, and 1,460 shares on January 3, 2029. In addition, 3,915 performance-based restricted shares are targeted to vest on January 3, 2029 based on Total Shareholder Return versus a defined peer group, and 4,430 performance-based restricted shares are targeted to vest on the same date based on Return on Invested Capital versus an ROIC target, with each performance tranche ultimately ranging from 0 to 200% of the target shares.

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

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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^*

Gavin Gary M

(Last) (First) (Middle)

HIDDEN RIVER CORPORATE CENTER TWO

14025 RIVEREDGE DRIVE, SUITE 300

(Street)

TAMPA FL 33637

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CROWN HOLDINGS, INC. [ CCK ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President - Americas Division

3. Date of Earliest Transaction (Month/Day/Year)
01/05/2026

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	01/05/2026		A		12,727(1)	A	$0	38,943	D

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

Explanation of Responses:

1. The Reporting Person was granted 12,727 shares of Restricted Common Stock under the 2022 Stock-Based Compensation Plan. 4,382 time-vested restricted shares vest over a three year period as follows: 1,461 time-vested restricted shares on January 5, 2027 and January 3, 2028, respectively, and 1,460 time-vested restricted shares on January 3, 2029. 3,915 performance-based restricted shares are targeted to vest on January 3, 2029 based on the Company's Total Shareholder Return versus a defined peer group of companies, with the final number of performance-based vested shares varying from 0 to 200% of 3,915. 4,430 performance-based restricted shares are targeted to vest on January 3, 2029 based on the Return on Invested Capital achieved by the Company compared to the ROIC target, with the final number of performance-based vested shares varying from 0 to 200% of 4,430.

	/s/ Rosemary Haselroth, by Power of Attorney	01/07/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Crown Holdings (CCK) disclose for Gavin Gary M?

The company disclosed that Gavin Gary M, President - Americas Division, was granted 12,727 shares of restricted common stock on January 5, 2026 under the 2022 Stock-Based Compensation Plan at $0 per share.

How many Crown Holdings (CCK) shares does Gavin Gary M own after this grant?

Following the reported grant, Gavin Gary M directly beneficially owns 38,943 shares of Crown Holdings common stock, as shown in the filing.

How do the time-vested restricted shares for Crown Holdings (CCK) executive Gavin Gary M vest?

The filing states that 4,382 time-vested restricted shares vest over three years: 1,461 shares on January 5, 2027, 1,461 shares on January 3, 2028, and 1,460 shares on January 3, 2029.

What are the performance conditions on the 3,915 Crown Holdings (CCK) performance-based restricted shares?

The filing explains that 3,915 performance-based restricted shares are targeted to vest on January 3, 2029 based on the company’s Total Shareholder Return versus a defined peer group, with the final vested amount ranging from 0 to 200% of 3,915 shares.

What are the ROIC-based performance conditions on 4,430 Crown Holdings (CCK) restricted shares?

According to the disclosure, 4,430 performance-based restricted shares are targeted to vest on January 3, 2029 based on the Return on Invested Capital achieved compared to an ROIC target, with actual vesting also varying from 0 to 200% of 4,430 shares.

Was the Crown Holdings (CCK) restricted stock grant to Gavin Gary M a direct holding?

Yes. The transaction table shows the shares as held with direct (D) ownership, indicating they are directly beneficially owned by Gavin Gary M.