Sonoco (SON) general counsel granted phantom stock and RSU awards

Filing Impact

(Very High)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Sonoco Products executive John M. Florence reported equity-related transactions involving phantom stock units and restricted stock units on February 19, 2026. He received 4,588 phantom stock units and 9,233 restricted stock units, plus 480 additional restricted stock units II.

The filing also shows a tax-withholding disposition of 156 phantom stock units used to cover tax obligations. Phantom and restricted units each represent the economic equivalent or contingent right to one share of Sonoco common stock, with vesting and payout deferred over future years.

Insider Trade Summary

4 transactions reported

Mixed 4 txns

Insider Florence John M

Role Gnl Council, Secy, VP

Type	Security	Shares	Price	Value
Grant/Award	Phantom Stock Units	4,588	$43.64	$200K
Tax Withholding	Phantom Stock Units	156	$56.07	$9K
Grant/Award	Restricted Stock Units	9,233	$56.07	$518K
Grant/Award	Restricted Stock Units II	480	$0.00	--

Holdings After Transaction: Phantom Stock Units — 47,203.9 shares (Direct); Restricted Stock Units — 9,233 shares (Direct); Restricted Stock Units II — 3,082 shares (Direct)

Footnotes (1)

Each share of phantom stock is the economic equivalent of one share of Sonoco Products Company common stock. Represents performance shares which have vested but receipt of which has been deferred until six months after termination of service. Each share of phantom stock is the economic equivalent of one share of Sonoco Products Company common stock. The shares were cashed out to account for withholding taxes. Each restricted stock unit represents a contingent right to receive one share of Sonoco Products Company common stock. The restricted stock units vest beginning one year from date of grant in three annual installments of 33%, 33% and 34%. The restricted stock units vest on 12/17/2033 and defer. Vested shares will be paid to the reporting person six months following retirement or termination of service. Vested shares will be paid to the reporting person six months following retirement or termination of service.

Form 4 Insider Transactions: What Each Field Means →

02/23/2026 - 06:00 AM

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
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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^*

Florence John M

(Last)

(First)

(Middle)

ONE NORTH SECOND ST

P O BOX 160

(Street)

HARTSVILLE

29551-0160

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
SONOCO PRODUCTS CO [ SON ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Gnl Council, Secy, VP

3. Date of Earliest Transaction (Month/Day/Year)
02/19/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Phantom Stock Units	$0.0000⁽¹⁾	02/19/2026		A		4,588		⁽²⁾	⁽²⁾	Common Stock	4,588	$43.64	47,203.9	D
Phantom Stock Units	$0.0000⁽¹⁾	02/19/2026		F			156	⁽³⁾	⁽³⁾	Common Stock	156	$56.07	47,047.9	D
Restricted Stock Units	$0.0000⁽⁴⁾	02/19/2026		A		9,233		02/19/2027⁽⁵⁾	⁽⁵⁾	Common Stock	9,233	$56.07	9,233	D
Restricted Stock Units II	$0.0000⁽⁴⁾	02/19/2026		A		480		⁽⁶⁾	⁽⁷⁾	Common Stock	480	$0.0000	3,082	D

Explanation of Responses:

1. Each share of phantom stock is the economic equivalent of one share of Sonoco Products Company common stock.

2. Represents performance shares which have vested but receipt of which has been deferred until six months after termination of service.

3. Each share of phantom stock is the economic equivalent of one share of Sonoco Products Company common stock. The shares were cashed out to account for withholding taxes.

4. Each restricted stock unit represents a contingent right to receive one share of Sonoco Products Company common stock.

5. The restricted stock units vest beginning one year from date of grant in three annual installments of 33%, 33% and 34%.

6. The restricted stock units vest on 12/17/2033 and defer. Vested shares will be paid to the reporting person six months following retirement or termination of service.

7. Vested shares will be paid to the reporting person six months following retirement or termination of service.

	By:Elizabeth R Kremer - Power of Attorney for John M. Florence	02/23/2026
	** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did SON executive John M. Florence report?

John M. Florence reported equity awards and related tax withholding. He acquired phantom stock units and restricted stock units, and disposed of a smaller number of phantom stock units to cover taxes, all linked economically to Sonoco Products common stock.

How many Sonoco (SON) phantom stock units did the executive receive?

He received 4,588 phantom stock units. Each phantom unit is the economic equivalent of one share of Sonoco Products common stock, providing cash or share value tracking performance rather than immediate ownership of actual shares.

What restricted stock unit awards were granted to the SON executive?

He was granted 9,233 restricted stock units and 480 restricted stock units II. Each unit represents a contingent right to receive one Sonoco common share, subject to vesting schedules and deferred payment conditions described in the filing footnotes.

Why were 156 Sonoco phantom stock units disposed of in this Form 4?

The 156 phantom stock units were disposed of to satisfy tax withholding obligations. The filing explains these units, economically equivalent to Sonoco common shares, were cashed out specifically to cover taxes arising from the related equity awards.

When do the Sonoco (SON) restricted stock units reported here vest?

One set of restricted stock units vests in three annual installments of 33%, 33% and 34%, beginning one year from grant. Another set vests on 12/17/2033, with vested shares paid six months after retirement or termination of service.

Do the phantom stock units give the SON executive immediate Sonoco shares?

The phantom stock units do not grant immediate shares. Each unit is the economic equivalent of one Sonoco common share, with value delivered later, including deferred receipt until after termination of service for certain performance-related units.