Greif (GEF) director adds 366 phantom stock units as cash-settled equity

Rhea-AI Filing Summary

Greif, Inc. director B. Andrew Rose reported an award of phantom stock units tied to the company’s Class A common stock. On 02/02/2026, he acquired 366.11 phantom stock units at an implied value of $71.7 per unit, bringing his total to 2,591.55 units. Each phantom stock unit is economically equivalent to one share of Class A common stock but will be settled only in cash, not in actual shares.

The cash payout will occur either on a future fixed date chosen at the time of his deferral election or when he leaves the board, including retirement, death, disability, or other separation.

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^*

ROSE B ANDREW

(Last) (First) (Middle)

425 WINTER RD.

(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)
02/02/2026

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
Phantom Stock Units (Cash Only Rights)	$0(1)	02/02/2026		A		366.11		(2)	(2)	Class A Common Stock	366.11	$71.7	2,591.55	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.

	B. Andrew Rose by L. Dennis Hoffman, Jr. pursuant to a POA filed with the Commission.	02/04/2026
	** 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).
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FAQ

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

He reported receiving 366.11 phantom stock units linked to Greif Class A common stock. These units increase his total phantom holdings to 2,591.55 and represent cash-settled, share-equivalent incentives for his board service.

How many Greif (GEF) phantom stock units were granted and at what value?

He was granted 366.11 phantom stock units at an implied value of $71.7 per unit. Each unit is economically equivalent to one share of Greif Class A common stock but will be paid out in cash rather than stock.

What is the total number of Greif (GEF) phantom stock units held after this transaction?

After the transaction, B. Andrew Rose beneficially owns 2,591.55 phantom stock units. These units track the value of Greif’s Class A common stock and represent deferred cash compensation tied to the company’s equity performance.

How are Greif (GEF) phantom stock units settled for director B. Andrew Rose?

The phantom stock units are settled only in cash, not in shares. Payment occurs on either a future fixed date selected in his deferral election or upon termination from the board, including retirement, death, disability, or other separation.

Does this Greif (GEF) Form 4 involve direct stock ownership or only phantom units?

This filing reports only phantom stock units, not actual share transactions. Each unit mirrors one Class A common share economically but will be paid in cash, so it does not represent current voting stock ownership.