Crown Holdings (NYSE: CCK) SVP reports award vesting and tax share transfer

Rhea-AI Filing Summary

Crown Holdings executive reports equity award vesting and tax share withholding. Adam J. Dickstein, SVP, General Counsel & Secretary of Crown Holdings, received 952 performance-based restricted common shares on February 26, 2026 at no cost, following achievement of a 120% payout versus a 4,760-share ROIC target from a 2023 grant.

On the same date, 2,485 common shares were transferred back to the company to cover tax withholding triggered by restricted stock vesting, rather than sold on the open market. After these transactions, Dickstein directly holds 66,720 shares of Crown Holdings common stock.

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^*

Dickstein Adam J.

(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)
	SVP, Gen Counsel & Secretary

3. Date of Earliest Transaction (Month/Day/Year)
02/26/2026

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	02/26/2026		A		952(1)	A	$0	69,205	D
Common	02/26/2026		D		2,485(2)	D	$115.36	66,720	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 February 26, 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 Return on Invested Capital achieved by the Company compared to the ROIC target with the final number of performance-based shares varying from 0 to 200% of 4,760. The Return on Invested Capital achieved by the Company compared to the ROIC target yielded a 120% payout. As a result, 952 additional performance-based restricted shares were issued.

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

	/s/ Rosemary Haselroth, by Power of Attorney	03/02/2026
	** 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 did Crown Holdings (CCK) insider Adam J. Dickstein report on this Form 4?

Adam J. Dickstein reported vesting of performance-based restricted common stock and a related tax withholding transfer. He acquired 952 additional restricted shares at no cost and transferred 2,485 shares back to Crown Holdings to satisfy tax obligations tied to vesting.

How many Crown Holdings (CCK) shares did Adam J. Dickstein acquire in this filing?

He acquired 952 performance-based restricted common shares. These shares vested based on Crown Holdings’ Return on Invested Capital achieving a 120% payout relative to a 4,760-share target set in a 2023 grant, increasing his direct equity holdings in the company.

Why did Adam J. Dickstein transfer 2,485 Crown Holdings (CCK) shares back to the company?

He transferred 2,485 shares to Crown Holdings for tax withholding purposes. This transfer occurred in connection with the vesting of restricted stock and represents a disposition to the issuer, not an open-market sale, to cover associated tax liabilities on the vested shares.

How were the 952 performance-based Crown Holdings (CCK) shares determined for Adam J. Dickstein?

The 952 additional restricted shares resulted from a performance award tied to Return on Invested Capital. The grant, originally reported in January 2023, allowed 0–200% of 4,760 shares; actual performance produced a 120% payout, yielding the 952 additional vested shares.

What is Adam J. Dickstein’s Crown Holdings (CCK) share ownership after these Form 4 transactions?

After the reported transactions, Adam J. Dickstein directly owns 66,720 Crown Holdings common shares. This balance reflects the vesting of 952 performance-based restricted shares and the transfer of 2,485 shares back to the company for tax withholding related to restricted stock vesting.

Is the 2,485-share disposition in Crown Holdings (CCK) an open-market sale by Adam J. Dickstein?

No, the 2,485-share disposition is not an open-market sale. The shares were transferred to Crown Holdings itself for tax withholding associated with restricted stock vesting, functioning as a disposition to the issuer rather than a market transaction with public investors.