Sealed Air executive share disposition in merger
SEALED AIR CORP/DE President, Food, Russell K. Grissett reported disposing of common stock back to the company in connection with a completed merger.
Rhea-AI Filing Summary
SEALED AIR CORP/DE President, Food, Russell K. Grissett reported disposing of common stock back to the company in connection with a completed merger. A total of 40,228 directly held shares of common stock and 502 shares held through a 401(k) and Profit Sharing Plan were cancelled at the merger’s effective time.
Each outstanding share of common stock was converted into the right to receive $42.15 in cash, described as the merger consideration. Outstanding restricted stock units were similarly cancelled and converted into cash-based awards tied to the same per‑share merger consideration, subject to the original vesting and employment-related terms.
Positive
- None.
Negative
- None.
Insider Trade Summary
Disposition: 40,730 shares
Disposition
2 txns
Insider
Grissett Russell K
Role
President, Food
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Common Stock | 40,228 | $0.00 | $0.00 |
| Disposition | Common Stock | 502 | $0.00 | $0.00 |
Holdings After Transaction:
Common Stock — 0 shares (Direct);
Common Stock — 0 shares (Indirect, 401k & Profit Sharing Plan)
Footnotes (3)
- F1. In connection with the terms of an Agreement and Plan of Merger, dated November 16, 2025 (the "Merger Agreement"), by and among the Issuer, Sword Purchaser, LLC ("Sword") and Sword Merger Sub, Inc., a wholly owned subsidiary of Sword ("Merger Sub"), Merger Sub merged with and into the Issuer, with the Issuer surviving (the "Surviving Corporation") as a wholly owned subsidiary of Sword (the "Effective Time"). At the Effective Time, each outstanding share of Common Stock was cancelled and extinguished and automatically converted into the right to receive $42.15 (the "Merger Consideration"), without interest, except as set forth in the Merger Agreement.
- F2. At the Effective Time, each restricted stock unit ("RSU") outstanding immediately prior to the Effective Time was automatically cancelled and terminated and converted into a contingent right to receive from the Surviving Corporation an amount in cash (without interest) equal to (i) the product of (A) the aggregate number of shares of Common Stock underlying such RSU and (B) the Merger Consideration, plus (ii) any accrued and unpaid dividends or dividend equivalent rights owed with respect to such RSU, with such cash-based award subject to the terms and conditions applicable to the corresponding RSU (including time-based vesting conditions and terms related to the treatment upon termination of employment).
- F3. Total number of shares of Common Stock held in the name of the reporting person under the Sealed Air Corporation 401(k) and Profit-Sharing Plan as of the Effective Time.
Key Figures
Direct shares disposed: 40,228 shares
Plan shares disposed: 502 shares
Merger consideration per share: $42.15
+1 more
4 metrics
Direct shares disposed
40,228 shares
Common Stock returned to issuer on merger effective time
Plan shares disposed
502 shares
Common Stock in 401(k) & Profit Sharing Plan at effective time
Merger consideration per share
$42.15
Cash paid for each cancelled common share at effective time
Post-transaction common shares
0 shares
Total common stock holdings reported after disposition
Key Terms
Agreement and Plan of Merger, Merger Consideration, Effective Time, restricted stock unit ("RSU"), +1 more
5 terms
Agreement and Plan of Merger regulatory
"In connection with the terms of an Agreement and Plan of Merger, dated November 16, 2025"
An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.
Merger Consideration financial
"converted into the right to receive $42.15 (the "Merger Consideration")"
Merger consideration is the total payment a company or buyer offers to shareholders of a target company in exchange for combining the two businesses, and can include cash, shares in the surviving company, debt assumption, or a mix of these. Investors care because the form and amount affect the deal’s value, tax consequences, immediate cash received versus future ownership, and the risk and upside of holding new shares — similar to choosing between cash now or stock that could grow later.
Effective Time regulatory
"with the Issuer surviving ... as a wholly owned subsidiary of Sword (the "Effective Time")"
The exact clock time when a regulatory filing, approval, or corporate action formally becomes legally active; from that moment the change is binding and can be acted on. Investors care because the effective time marks when ownership, rights, trading rules, or new securities take effect — like a light switch turning on a contract or transaction — which determines when risks, benefits and market reactions begin.
restricted stock unit ("RSU") financial
"each restricted stock unit ("RSU") outstanding immediately prior to the Effective Time was automatically cancelled"
401(k) and Profit-Sharing Plan financial
"held in the name of the reporting person under the Sealed Air Corporation 401(k) and Profit-Sharing Plan"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What insider transaction did SEALED AIR (SEE) report for Russell K. Grissett?
SEALED AIR reported that President, Food, Russell K. Grissett disposed of common stock back to the issuer. 40,228 directly held shares and 502 shares in a 401(k) and Profit Sharing Plan were cancelled at the merger’s effective time in exchange for cash consideration.
Was the SEALED AIR (SEE) insider transaction an open-market sale?
No. The transaction was a disposition to the issuer tied to a merger. Shares were cancelled and converted into a cash right at the merger’s effective time, rather than being sold in the open market, according to the merger agreement terms and related footnotes.
How were SEALED AIR (SEE) restricted stock units (RSUs) treated in the merger?
Outstanding SEALED AIR RSUs were cancelled and replaced with a cash-based right. Each RSU became a contingent right to receive cash equal to shares underlying the RSU times the $42.15 merger consideration, plus any accrued dividend equivalents, subject to existing vesting and employment conditions.
What role did the 401(k) and Profit Sharing Plan play in the SEALED AIR (SEE) Form 4?
The Form 4 shows 502 shares of common stock held under the Sealed Air Corporation 401(k) and Profit-Sharing Plan. These plan shares were also cancelled at the merger’s effective time and converted into the same cash merger consideration per share as other outstanding common stock.
AI-generated analysis. How Rhea-AI works. Not financial advice.
