Graphic Packaging (NYSE: GPK) CEO granted 265,605 RSUs

Rhea-AI Filing Summary

Graphic Packaging Holding Company reported an equity award to its President and CEO, who also serves as a director. On 01/01/2026, the executive received 265,605 service-based restricted stock units. These units vest and become payable in three substantially equal tranches on the first, second and third anniversaries of the grant date, subject to continued service and certain exceptions for death, disability, retirement, involuntary termination or termination for good reason. Each unit is settled in shares of the company’s common stock and carries a conversion price of $0.00, expiring when paid out in stock. Following this grant, the filing shows the executive directly beneficially owning 265,605 derivative securities tied to common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Rietbroek Robbert

Role President and CEO

Type	Security	Shares	Price	Value
Grant/Award	Service-Based Restricted Stock Units	265,605	$0.00	--

Holdings After Transaction: Service-Based Restricted Stock Units — 265,605 shares (Direct)

Footnotes (1)

1. The Service-Based Restricted Stock Units vest and become payable in three substantially equal tranches on the first, second and third anniversaries of the date of the grant, except in the event of death, disability, retirement, involuntary termination or termination for good reason. The Service-Based Restricted Stock Units expire upon their conversion and payout in shares of the Company's Common Stock.

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
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^*

Rietbroek Robbert

(Last) (First) (Middle)

1500 RIVEREDGE PARKWAY

(Street)

ATLANTA GA 30328

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
GRAPHIC PACKAGING HOLDING CO [ GPK ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
01/01/2026

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
Service-Based Restricted Stock Units	$0.00	01/01/2026		A		265,605		(1)	(2)	Common Stock	265,605	$0	265,605	D

Explanation of Responses:

1. The Service-Based Restricted Stock Units vest and become payable in three substantially equal tranches on the first, second and third anniversaries of the date of the grant, except in the event of death, disability, retirement, involuntary termination or termination for good reason.

2. The Service-Based Restricted Stock Units expire upon their conversion and payout in shares of the Company's Common Stock.

	/s/ Robbert Rietbroek, by Laura Lynn Church, Attorney-in-Fact	01/05/2026
	** 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.
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.

FAQ

What insider transaction did GPK report in this filing?

The company reported a grant of 265,605 service-based restricted stock units to its President and CEO, who is also a director.

When were the 265,605 restricted stock units at Graphic Packaging (GPK) granted?

The service-based restricted stock units were granted on 01/01/2026.

How do the Graphic Packaging (GPK) CEO’s restricted stock units vest?

The units vest and become payable in three substantially equal tranches on the first, second and third anniversaries of the 01/01/2026 grant date.

Are the Graphic Packaging (GPK) restricted stock units settled in cash or stock?

The service-based restricted stock units are payable in shares of the company’s common stock and expire upon conversion and payout.

What happens to the GPK restricted stock units upon certain termination events?

The filing states that vesting terms are affected in the event of death, disability, retirement, involuntary termination or termination for good reason, although detailed treatment is not further described here.

What is the ownership form of the 265,605 derivative securities reported for GPK’s CEO?

The filing lists 265,605 derivative securities (restricted stock units) as directly beneficially owned by the reporting person.

Do the Graphic Packaging (GPK) restricted stock units have an exercise price?

The form shows a conversion or exercise price of $0.00 for the service-based restricted stock units.