Dean Scarborough resigns from Graphic Packaging (NYSE: GPK) board

Rhea-AI Filing Summary

Graphic Packaging Holding Company reported that, effective August 6, 2025, Dean A. Scarborough resigned from its Board of Directors. The company stated that his resignation did not result from any disagreement with the company or its management, indicating it is characterized as an amicable departure rather than a response to a dispute.

8-K Event Classification

Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers

1 item

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Understanding 8-K Material Events →

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 6, 2025

GRAPHIC PACKAGING HOLDING COMPANY

(Exact name of registrant as specified in its charter)

Delaware		001-33988		26-0405422
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

1500 Riveredge Parkway

Atlanta, Georgia 30328

(Address of principal executive offices)

(770) 240-7200

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class		Trading Symbol		Name of Each Exchange on Which Registered
Common Stock, $0.01 par value per share		GPK		New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act: None

☐ Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Effective August 6, 2025, Mr. Dean A. Scarborough resigned his position as a member of the Board of Directors of Graphic Packaging Holding Company (the “Company”). Mr. Scarborough’s resignation did not result from any disagreement with the Company or its management.

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

				By:		/s/ Lauren S. Tashma
						Lauren S. Tashma
Date: August 11, 2025						Executive Vice President, General Counsel and Secretary

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FAQ

What board change did Graphic Packaging (GPK) disclose in this 8-K?

Graphic Packaging Holding Company disclosed that Dean A. Scarborough resigned from its Board of Directors effective August 6, 2025.

Did Dean Scarborough resign from Graphic Packaging’s board due to a disagreement?

No. The company stated that Mr. Scarborough’s resignation did not result from any disagreement with the company or its management.

When did Dean Scarborough’s resignation from Graphic Packaging’s board become effective?

Dean A. Scarborough’s resignation from the Board of Directors was effective on August 6, 2025.

Does this Graphic Packaging 8-K mention any other management or board changes?

This disclosure focuses on the resignation of Dean A. Scarborough from the Board of Directors and does not describe additional board or management changes.

Who signed the Graphic Packaging 8-K reporting Dean Scarborough’s resignation?

The report was signed by Lauren S. Tashma, Executive Vice President, General Counsel and Secretary.