O-I Glass (NYSE: OI) SVP granted stock; shares withheld for taxes

Rhea-AI Filing Summary

O-I Glass, Inc. SVP James Edward Dalton reported equity compensation and related tax withholding transactions. He received 22,847 shares of common stock and an additional 10,804 shares as stock awards at no cash cost to him.

To cover tax obligations on these awards, 10,232 shares were withheld at a price of $11.38 per share. Following these transactions, Dalton holds 90,840 shares of O-I Glass common stock directly and 9,384.07 shares indirectly through a 401(k) plan.

Footnotes explain that one grant consists of restricted stock units vesting in three equal annual installments, and that certain performance-based restricted stock units for the 2023-2025 period vested above target after the compensation committee confirmed performance conditions were met.

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^*

DALTON JAMES EDWARD

(Last) (First) (Middle)

ONE MICHAEL OWENS WAY

(Street)

PERRYSBURG OH 43551

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
O-I Glass, Inc. /DE/ [ OI ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, Chief HR and Tech Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/07/2026

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
Common Stock (Direct)	03/07/2026		A		22,847(1)	A	$0.0000	90,268	D
Common Stock (Direct)	03/07/2026		A		10,804(2)	A	$0.0000	101,072	D
Common Stock (Direct)	03/07/2026		F		10,232	D	$11.38	90,840	D
Common Stock (Indirect)								9,384.07	I	By 401k

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. The restricted stock units vest in three equal annual installments beginning on the first anniversary of the grant date.

2. Certain restricted stock units granted for the 2023-2025 grant period vest in the form of common stock based upon the Issuer's performance against certain performance conditions. On March 7, 2026, the Compensation Committee of the Issuer's Board of Directors determined that the performance conditions had been met above target, resulting in the vesting of these shares.

	/s/ Darrow A. Abrahams, attorney-in-fact	03/10/2026
	** 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).
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FAQ

What did O-I Glass (OI) insider James Edward Dalton report on this Form 4?

James Edward Dalton reported receiving stock awards totaling 33,651 O-I Glass shares, with 10,232 shares withheld to cover taxes. These awards reflect a mix of time-based restricted stock units and performance-based units that vested after the company met specified performance conditions.

How many O-I Glass shares does James Edward Dalton hold after the reported transactions?

After the transactions, James Edward Dalton directly holds 90,840 O-I Glass common shares. He also has an indirect position of 9,384.07 shares through a 401(k) plan, giving him a combined direct and indirect stake exceeding 100,000 shares in the company.

What type of equity awards did O-I Glass grant to James Edward Dalton?

Dalton received restricted stock units, including 22,847 shares and a further 10,804 shares. One award vests in three equal annual installments, while other restricted stock units are performance-based and vest in common stock depending on O-I Glass’s achievement of defined performance conditions.

Why were 10,232 O-I Glass shares withheld from James Edward Dalton?

10,232 shares were withheld at $11.38 per share to satisfy tax obligations tied to the vesting of Dalton’s stock awards. This tax-withholding disposition is not an open-market sale but a standard mechanism for covering required taxes on equity compensation.

What performance conditions affected James Edward Dalton’s O-I Glass stock vesting?

Certain restricted stock units for the 2023–2025 grant period vested based on O-I Glass’s performance versus specified targets. The compensation committee determined performance was above target on March 7, 2026, which caused additional common shares to vest in Dalton’s favor.

Does this O-I Glass Form 4 show any open-market stock purchases or sales by James Edward Dalton?

The filing does not show open-market purchases or sales. It reports stock awards granted at no cost and shares withheld for taxes. The only disposition is a tax-withholding event, which is a mechanical transaction rather than a discretionary market trade.