Greif (NYSE: GEF) director awarded 2,143 restricted Class A shares

Rhea-AI Filing Summary

MCNAMARA JOHN W reported acquisition or exercise transactions in this Form 4 filing.

Greif, Inc. director John W. McNamara reported an equity award of 2,143 shares of Class A Common Stock. The shares were granted as a restricted stock award under the company’s outside directors’ equity award plan at a price of $0.00 per share.

The restricted shares remain subject to forfeiture or transfer limits until the earlier of February 23, 2029, or his departure from the board due to retirement, death or other termination. After this grant, he directly owns 42,181 Class A shares.

The filing also lists holdings of Class B Common Stock: 3,000 shares held directly, 188,351.33 shares in a family trust where he serves as trustee, and 70,590 shares in a voting trust. He disclaims beneficial ownership of voting trust shares in which he has no pecuniary interest.

Insider Trade Summary

4 transactions reported

Mixed 4 txns

Insider MCNAMARA JOHN W

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock	2,143	$0.00	--
holding	Class B Common Stock	--	--	--
holding	Class B Common Stock	--	--	--
holding	Class B Common Stock	--	--	--

Holdings After Transaction: Class A Common Stock — 42,181 shares (Direct); Class B Common Stock — 3,000 shares (Direct); Class B Common Stock — 188,351.33 shares (Indirect, See footnote)

Footnotes (1)

1. Transaction reflects a restricted stock award made to the Reporting Person pursuant to the terms of the Issuer's outside directors' equity award plan. The shares are subject to restriction until the earlier of February 23, 2029, or the Reporting Person's termination from the board due to the Reporting Person's retirement, death or other reason. The shares are held in a family trust of which the Reporting Person is the trustee. Includes a correction of 7,700 additional shares with respect to shares beneficially owned by one of the family trusts. The shares are held in a voting trust of which the Reporting Person is the trustee. The Reporting Person disclaims beneficial ownership of those shares in the voting trust in which the Reporting Person does not have a pecuniary interest.

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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hours per response:			0.5

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^*

MCNAMARA JOHN W

(Last) (First) (Middle)

425 WINTER ROAD

(Street)

DELAWARE OH 43015

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
GREIF, INC [ GEF, GEF-B ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/23/2026

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
Class A Common Stock	02/23/2026		A		2,143	A	$0(1)	42,181	D
Class B Common Stock								3,000	D
Class B Common Stock								188,351.33	I	See footnote(2)
Class B Common Stock								70,590	I	See footnote.(3)

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. Transaction reflects a restricted stock award made to the Reporting Person pursuant to the terms of the Issuer's outside directors' equity award plan. The shares are subject to restriction until the earlier of February 23, 2029, or the Reporting Person's termination from the board due to the Reporting Person's retirement, death or other reason.

2. The shares are held in a family trust of which the Reporting Person is the trustee. Includes a correction of 7,700 additional shares with respect to shares beneficially owned by one of the family trusts.

3. The shares are held in a voting trust of which the Reporting Person is the trustee. The Reporting Person disclaims beneficial ownership of those shares in the voting trust in which the Reporting Person does not have a pecuniary interest.

	John W. McNamara by L. Dennis Hoffman, Jr. pursuant to a POA filed with the Commission.	02/25/2026
	** 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.
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FAQ

What insider transaction did Greif (GEF) director John W. McNamara report?

John W. McNamara reported receiving a restricted stock award of 2,143 shares of Greif Class A Common Stock at $0.00 per share. The award was granted under Greif’s outside directors’ equity award plan and increases his directly owned Class A holdings to 42,181 shares.

When do John W. McNamara’s new Greif (GEF) restricted shares vest or lose restrictions?

The 2,143 restricted Class A Greif shares remain subject to restrictions until the earlier of February 23, 2029, or McNamara’s termination from the board. Termination can include retirement, death, or other reasons, at which point the restriction period can end sooner.

How many Greif (GEF) Class A shares does John W. McNamara own after this Form 4?

Following the reported restricted stock award, John W. McNamara directly owns 42,181 shares of Greif Class A Common Stock. This total reflects the newly granted 2,143 restricted shares in addition to his previously held Class A shares reported in the insider filing.

What Greif (GEF) Class B holdings are associated with John W. McNamara?

The filing lists 3,000 Greif Class B shares held directly by McNamara, plus 188,351.33 shares in a family trust where he is trustee, and 70,590 shares in a voting trust. He disclaims beneficial ownership of voting trust shares where he lacks any pecuniary interest.

What does the family trust footnote mean in John W. McNamara’s Greif (GEF) filing?

The filing notes that certain Greif Class B shares are held in a family trust where McNamara is trustee and includes a correction of 7,700 additional shares. This clarifies the number of shares beneficially owned through one of the family trusts reported in the Form 4.

Why does John W. McNamara disclaim beneficial ownership of some Greif (GEF) shares?

McNamara disclaims beneficial ownership of Greif Class B shares held in a voting trust where he has no pecuniary interest. Although he is trustee of the voting trust, the disclaimer clarifies that he should not be treated as the economic owner of those specific shares.