[Form 4] CROWN HOLDINGS, INC. Insider Trading Activity

Rhea-AI Filing Summary

Crown Holdings reported insider equity transactions by its President of Transit Packaging on January 5, 2026. The officer received 3,168 additional performance-based restricted shares after the company’s total shareholder return versus a defined peer group produced a 199% payout on a prior 3,200-share target. The officer also had 2,737 shares transferred back to the company to cover taxes due on restricted stock vesting.

In addition, the officer was granted 11,069 shares of restricted common stock under the 2022 Stock-Based Compensation Plan. Of this grant, 3,811 time-vested shares are scheduled to vest over three years, and 6,? performance-based shares are targeted to vest on January 3, 2029 based on total shareholder return and return on invested capital measures, with final payouts ranging from 0% to 200% of their respective targets.

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^*

Madeksza Matt

(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 - Transit Packaging

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		3,168(1)	A	$0	44,470	D
Common	01/05/2026		F		2,737(2)	D	$105.74	41,733	D
Common	01/05/2026		A		11,069(3)	A	$0	52,802	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. Represents additional performance-based shares of Restricted Common Stock that vested on January 5, 2026 whose grant was originally reported on a Form 4 filed with the Securities and Exchange Commission on January 6, 2023 (the "Original Form 4"). As reported on the Original Form 4, such performance-based shares were originally granted to the Reporting Person based on the Company's Total Shareholder Return versus a defined group of companies with the final number of performance-based shares varying from 0 to 200% of 3,200. The Total Shareholder Return achieved by the Company versus a defined peer group of companies yielded 199% payout. As a result, 3,168 additional TSR Performance-Based Shares were issued.

2. Represents shares transferred to the Company for tax withholding in connection with vesting of restricted stock.

3. The Reporting Person was granted 11,069 shares of Restricted Common Stock under the 2022 Stock-Based Compensation Plan. 3,811 time-vested restricted shares vest over a three year period as follows: 1,271 time-vested restricted shares on January 5, 2027 and 1,270 time-vested restricted shares on January 3, 2028 and January 3, 2029, respectively. 3,405 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 3,405. 3,853 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 3,853.

	/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.
* 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).
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FAQ

What insider transactions did Crown Holdings (CCK) report for January 5, 2026?

The President of Transit Packaging at Crown Holdings reported several equity transactions dated January 5, 2026. These included the acquisition of 3,168 additional performance-based restricted shares at $0 and the acquisition of a new grant of 11,069 restricted common shares at $0, as well as the disposition of 2,737 shares at $105.74 that were transferred to the company for tax withholding.

How many Crown Holdings shares does the reporting officer beneficially own after these transactions?

Following the reported transactions, the officer beneficially owns 52,802 shares of Crown Holdings common stock in direct ownership, as shown in the non-derivative securities table.

What triggered the 3,168 additional performance-based shares at Crown Holdings (CCK)?

The 3,168 additional performance-based restricted shares were issued because the company’s Total Shareholder Return versus a defined peer group yielded a 199% payout on a prior performance award. The original target for that award was 3,200 shares, with a payout range from 0% to 200% of that amount.

Why were 2,737 Crown Holdings shares transferred back to the company?

The 2,737 shares were transferred to Crown Holdings to satisfy tax withholding obligations that arose in connection with the vesting of restricted stock. This is shown as a disposition with transaction code F in the filing.

What are the terms of the 11,069-share restricted stock grant at Crown Holdings?

The officer received 11,069 restricted common shares under the 2022 Stock-Based Compensation Plan. This includes 3,811 time-vested shares that vest over three years on January 5, 2027, January 3, 2028, and January 3, 2029, and two performance-based components targeted to vest on January 3, 2029 based on Total Shareholder Return and Return on Invested Capital, each with payout ranges from 0% to 200% of their target share amounts.

What role does the reporting person hold at Crown Holdings (CCK)?

The reporting person is an officer of Crown Holdings, serving as President - Transit Packaging, as indicated in the relationship section of the filing.