Crown Holdings (NYSE: CCK) EVP awarded stock, transfers shares for tax

Rhea-AI Filing Summary

Crown Holdings executive Gerard H. Gifford, EVP & CAO, reported equity-related transactions in the company’s common stock. He acquired 2,505 additional performance-based restricted shares that vested after the company achieved a 120% Return on Invested Capital payout versus the ROIC target. In a separate move, 5,915 shares were transferred back to the company to cover tax withholding tied to restricted stock vesting at a price of $115.36 per share. Following these transactions, he holds 102,900 shares directly and 5,859 shares indirectly through a 401(k) plan.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Gifford Gerard H

Role EVP & CAO

Type	Security	Shares	Price	Value
Grant/Award	Common	2,505	$0.00	--
Tax Withholding	Common	5,915	$115.36	$682K
holding	Common	--	--	--

Holdings After Transaction: Common — 108,815 shares (Direct); Common — 5,859 shares (Indirect, By 401(k)Plan)

Footnotes (1)

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 12,526. The Return on Invested Capital achieved by the Company compared to the ROIC target yielded a 120% payout. As a result, 2,505 additional performance-based restricted shares were issued. Represents shares transferred to the Company for tax withholding in connection with vesting of restricted stock.

Form 4 Insider Transactions: What Each Field Means →

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
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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^*

Gifford Gerard H

(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)
	EVP & CAO

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		2,505(1)	A	$0	108,815	D
Common	02/26/2026		F		5,915(2)	D	$115.36	102,900	D
Common								5,859	I	By 401(k)Plan

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 12,526. The Return on Invested Capital achieved by the Company compared to the ROIC target yielded a 120% payout. As a result, 2,505 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 insider transactions did Crown Holdings (CCK) report for Gerard H. Gifford?

Gerard H. Gifford reported a grant of 2,505 performance-based restricted common shares and a transfer of 5,915 shares to Crown Holdings for tax withholding. After these equity-related transactions, he directly owns 102,900 shares and indirectly holds 5,859 shares through a 401(k) plan.

Why did Gerard H. Gifford receive 2,505 performance-based Crown Holdings shares?

He received 2,505 additional performance-based restricted shares because Crown Holdings’ Return on Invested Capital versus its ROIC target produced a 120% payout. The award relates to a grant originally reported in January 2023 and reflects the company’s achievement against that specified performance metric.

What does the 5,915-share disposition by Gerard H. Gifford represent for CCK?

The disposition of 5,915 Crown Holdings common shares reflects a transfer to the company for tax withholding tied to restricted stock vesting, at $115.36 per share. This Form 4 indicates a tax-withholding transaction, not an open-market sale, as described in the accompanying footnote.

How many Crown Holdings (CCK) shares does Gerard H. Gifford own after these transactions?

After the reported transactions, Gerard H. Gifford holds 102,900 Crown Holdings common shares directly. He also has indirect ownership of 5,859 additional shares through a 401(k) plan. These figures reflect his updated beneficial holdings following the performance-based vesting and tax-withholding share transfer.

What performance metric triggered the additional restricted stock for Crown Holdings’ EVP?

The additional restricted shares vested based on Crown Holdings’ Return on Invested Capital compared to a defined ROIC target. The results produced a 120% payout, leading to the issuance of 2,505 extra performance-based restricted common shares under a previously disclosed award reported in January 2023.