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Greif (GEF) director awarded 402 phantom stock units in cash-settled grant

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

ROSE B ANDREW reported acquisition or exercise transactions in this Form 4 filing.

Greif, Inc. director Andrew B. Rose received a grant of 402.36 phantom stock units tied to the value of Greif Class A Common Stock. Each unit is economically equivalent to one share, but will be settled in cash rather than stock.

After this grant, Rose holds 3,313.38 phantom stock units. The units are payable in cash on a future fixed date chosen at deferral or upon his termination from the board, including retirement, death, disability, or other separation. The holdings include 24.10 units credited on April 1, 2026 in lieu of cash dividends on existing phantom units.

Positive

  • None.

Negative

  • None.
Insider ROSE B ANDREW
Role null
Type Security Shares Price Value
Grant/Award Phantom Stock Units (Cash Only Rights) 402.36 $65.24 $26K
Holdings After Transaction: Phantom Stock Units (Cash Only Rights) — 3,313.38 shares (Direct, null)
Footnotes (1)
  1. Each phantom stock unit is the economic equivalent of one share of Class A Common Stock of Greif, Inc. The phantom stock units are to be settled in cash upon the earlier of (i) a future fixed date designated by the Reporting Person made at the time of the deferral election, or (ii) the Reporting Person's termination from the Board due to his retirement, death, disability or other reason. Includes 24.10 units received on April 1, 2026 in lieu of payment of dividends on outstanding phantom units. Dividends paid on one phantom unit are equivalent in value to dividends paid on one share of Class A Common Stock.
Phantom units granted 402.36 units Grant of phantom stock units on May 1, 2026
Indicated unit value $65.24 per unit Transaction price per phantom stock unit
Total phantom units after grant 3,313.38 units Director’s phantom stock unit balance following transaction
Dividend-equivalent units 24.10 units Units credited on April 1, 2026 in lieu of dividends
Underlying security 402.36 Class A shares equivalent Each phantom unit equals one Class A Common Stock share in value
Exercise price $0.00 Conversion or exercise price for phantom stock units
Phantom Stock Units (Cash Only Rights) financial
"security_title: "Phantom Stock Units (Cash Only Rights)""
Class A Common Stock financial
"underlying_security_title: "Class A Common Stock""
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.
economic equivalent financial
"Each phantom stock unit is the economic equivalent of one share of Class A Common Stock"
deferral election financial
"designated by the Reporting Person made at the time of the deferral election"
dividends in lieu financial
"Includes 24.10 units received ... in lieu of payment of dividends on outstanding phantom units"
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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
Estimated average burden
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*
ROSE B ANDREW
(Last)(First)(Middle)
425 WINTER RD.
(Street)
DELAWARE OHIO 43015
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
GREIF, INC [ GEF, GEF-B ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/01/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Phantom Stock Units (Cash Only Rights)$0(1)05/01/2026A402.36 (2) (2)Class A Common Stock402.36$65.243,313.38(3)D
Explanation of Responses:
1. Each phantom stock unit is the economic equivalent of one share of Class A Common Stock of Greif, Inc.
2. The phantom stock units are to be settled in cash upon the earlier of (i) a future fixed date designated by the Reporting Person made at the time of the deferral election, or (ii) the Reporting Person's termination from the Board due to his retirement, death, disability or other reason.
3. Includes 24.10 units received on April 1, 2026 in lieu of payment of dividends on outstanding phantom units. Dividends paid on one phantom unit are equivalent in value to dividends paid on one share of Class A Common Stock.
B. Andrew Rose by L. Dennis Hoffman, Jr. pursuant to a POA filed with the Commission.05/01/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did Greif (GEF) director Andrew B. Rose report in this Form 4?

Andrew B. Rose reported receiving 402.36 phantom stock units linked to Greif Class A Common Stock. These units are cash-settled compensation, increasing his total phantom unit holdings to 3,313.38, and reflect deferred value rather than an open-market stock purchase or sale.

What are the key details of the phantom stock units granted to the Greif (GEF) director?

The grant covers 402.36 phantom stock units, each economically equal to one Greif Class A share. The indicated value per unit is $65.24, and the award is recorded as a derivative security that will be settled entirely in cash, not actual company shares.

When will Andrew B. Rose’s Greif (GEF) phantom stock units be paid out?

The phantom stock units will be settled in cash on the earlier of a future fixed date chosen at the time of deferral, or when Rose leaves the Greif board due to retirement, death, disability, or another termination event, aligning payout with his board service timeline.

How do dividends affect the Greif (GEF) phantom stock units held by the director?

Dividends on Greif Class A Common Stock are mirrored in the phantom units. On April 1, 2026, 24.10 additional phantom units were credited to Rose in lieu of cash dividends, with each unit’s dividend value matching that of one share of Class A Common Stock.

Does this Greif (GEF) Form 4 show an open-market stock purchase or sale by the director?

No, the Form 4 shows a grant of 402.36 phantom stock units as compensation, not an open-market trade. The units are derivative, cash-only rights that track Greif’s Class A share value and are paid out later in cash rather than as actual stock.