Greif SEC Filings

Karen A. Morrison, a director of Greif, Inc. (GEF), reported a transaction dated 10/01/2025 on a Form 4 showing acquisition of phantom stock units that are each the economic equivalent of one share of Class A common stock. The filing records 1,574.332 phantom units associated with Class A Common Stock. The units are cash-settled upon the reporting person’s termination from the board, including retirement or death, rather than converted into actual shares. The Form 4 was signed by a power of attorney on behalf of Ms. Morrison on 10/02/2025.

Greif, Inc. director Rose B. Andrew reported acquisition of 1,745.762 phantom stock units on 10/01/2025. Each phantom unit is the economic equivalent of one share of Class A Common Stock and the units are to be settled in cash either on a future fixed date chosen by the reporting person or upon the reporting persons termination from the Board due to retirement, death, disability or other reason. The transaction record shows a transaction price of $16.21 and the Form 4 was filed under power of attorney on 10/02/2025. The filing identifies the reporting person as a Director of Greif and reports the beneficial ownership level after the reported transaction as 1,745.762 units.

Greif, Inc. insider Timothy Bergwall reported a sale of 2,000 shares of Class A common stock on 09/10/2025 at a price of $60.5457 per share. After the transaction Mr. Bergwall is shown as beneficially owning 66,677.55 shares directly and an additional 1,324.82 shares indirectly through a 401(k) plan. The Form 4 was signed via power of attorney on 09/11/2025.

Greif, Inc. completed the previously announced sale of its containerboard business, including the CorrChoice sheet feeder network, to Packaging Corporation of America for a purchase price of $1.8 billion subject to specified adjustments. The transaction was effected by sale of the equity interests in the subsidiaries that directly owned the Containerboard Business and was governed by a Purchase and Sale Agreement dated June 30, 2025, as amended. The Company furnished a press release and unaudited pro forma condensed consolidated financial statements reflecting the transaction as exhibits to the Current Report.

Greif, Inc. filed a Form 8-K disclosing its third quarter results for the period ended July 31, 2025, furnished as an Earnings Release (Exhibit 99.1) that includes multiple non-GAAP measures such as adjusted EBITDA, adjusted free cash flow and net debt. The company states management and investors use these non-GAAP metrics for comparing ongoing operations but warns they are not a substitute for GAAP results.

The filing also announces that Gary R. Martz will retire as General Counsel and Secretary on October 1, 2025 (fully retiring November 30, 2025), and that Dennis Hoffman will assume the General Counsel and Secretary roles effective October 1, 2025. A conference call transcript was furnished as Exhibit 99.2.

Greif, Inc. reported a period of strategic portfolio reconfiguration and balance sheet activity. The company agreed to sell its Containerboard Business for $1,800.0 million and its Soterra land management business for approximately $462.0 million, with net proceeds designated for debt repayment. Greif completed the $582.1 million acquisition of Ipackchem in March 2024 and is integrating that business into its Customized Polymer Solutions reporting structure. The company recorded restructuring charges of $12.7 million in the quarter and $26.6 million year-to-date and recognized impairment and held-for-sale charges totaling $23.1 million plus $4.7 million in net assets held for sale. Total outstanding borrowings under the 2022 and 2023 credit agreements were $2,320.1 million as of July 31, 2025, with a weighted average interest rate of 5.86% year-to-date. Income tax expense was $38.0 million for the nine months ended July 31, 2025 versus $16.0 million in the prior year period.

Fuller & Thaler Asset Management, Inc. reports beneficial ownership of 1,363,166.38 shares of Greif, Inc. common stock, representing 5.22% of the class. Fuller & Thaler discloses sole dispositive power over all reported shares and sole voting power over 1,343,452.38 shares, and states the holdings arise from its role as investment adviser to client accounts rather than from an intent to change or influence control of Greif.

The filing identifies Fuller & Thaler as a California investment adviser and provides its San Mateo address. No group affiliations, subsidiaries, or contrary arrangements are reported.

Greif, Inc. Form 4: Timothy Bergwall, SVP and Chief Commercial Officer, reported a sale of 2,000 shares of Class A common stock at $66.5013 per share, leaving 68,677.55 shares held directly. He also holds 1,324.82 shares indirectly through a 401(k) plan. The report was submitted by an agent under a power of attorney.

Greif, Inc. (NYSE: GEF) filed an 8-K reporting that its subsidiary, Soterra LLC, signed a definitive Purchase & Sale Agreement on 5 Aug 2025 to sell approximately 173,000 acres of timberland in Alabama, Louisiana and Mississippi, plus related mineral and contract rights, to MWF VI Encore LLC (a Molpus Woodlands Group subsidiary) for $462 million in cash, subject to customary adjustments.

Closing depends on verification of land titles and receipt of third-party consents. Either party may terminate for uncured breaches or by mutual agreement. Greif issued a press release on 6 Aug 2025 (Ex. 99.1) and attached the full Agreement as Ex. 10.1.

The deal would monetize a non-core asset and materially increase liquidity, but proceeds remain contingent on satisfying closing conditions.