GPGI (GPGI) officer awarded 143,754 stock options in Form 4

Rhea-AI Filing Summary

Schoen Kurt reported acquisition or exercise transactions in this Form 4 filing.

GPGI, Inc. reported that officer Kurt Schoen received a grant of stock options covering 143,754 shares on the reported date. These options were awarded with no cash paid at grant. They vest in four equal 25% installments on each of the first through fourth anniversaries of the grant date.

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^*

Schoen Kurt

(Last) (First) (Middle)

C/O GPGI, INC.

309 PIERCE STREET

(Street)

SOMERSET NJ 08873

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
GPGI, Inc. [ GPGI ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	See remarks

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

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
Stock Option (Right to Buy)	$23.12	02/26/2026		A		143,754		(1)	02/26/2036	Class A Common Stock	143,754	$0	143,754	D

Explanation of Responses:

1. The Stock Options will vest in equal annual installments of 25% on each of the first, second, third and fourth anniversaries of the date of grant.

Remarks:

Principal financial officer and principal accounting officer

	/s/ Kurt Schoen	03/02/2026
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did GPGI report for Kurt Schoen on this Form 4?

GPGI reported that officer Kurt Schoen received a grant of stock options for 143,754 shares. The award was recorded at zero transaction price and represents a compensation-related acquisition rather than an open-market stock purchase or sale.

How many GPGI stock options were granted to Kurt Schoen?

Kurt Schoen was granted stock options covering 143,754 shares of GPGI common stock. This entire amount was acquired in a single award, and his total derivative holdings reported after the transaction were 143,754 stock options.

What does the transaction code A mean in the GPGI Form 4 filing?

Transaction code A on the GPGI Form 4 indicates a grant, award, or other acquisition of a derivative security. Here, it reflects the award of stock options to officer Kurt Schoen as part of compensation rather than a market buy or sell.

How do the GPGI stock options granted to Kurt Schoen vest over time?

The stock options granted to Kurt Schoen vest in four equal annual installments of 25%. Vesting occurs on each of the first, second, third, and fourth anniversaries of the grant date, aligning the award with multi-year service at GPGI.

Did Kurt Schoen buy or sell any GPGI shares in the market in this filing?

No market buy or sell occurred in this filing; it reports an option grant. The Form 4 shows an acquisition of 143,754 stock options as a compensation award, with no open-market purchase or sale of GPGI common stock disclosed.

What is Schoen’s reported stock option position in GPGI after this grant?

After the grant, Kurt Schoen’s reported holdings in this derivative security total 143,754 stock options. The filing lists this amount as the total number of options beneficially owned following the reported award transaction.