Sonoco (SON) Director Receives Deferred Compensation in Phantom Stock Units

Rhea-AI Filing Summary

Sonoco Products Company (SON) director Eleni Istavridis received 146.1 phantom stock units on 09/10/2025 under the company's directors' deferred compensation plan; each unit equals one share of common stock and the units carry an economic value of $46.06 per share. The filing reports these units were acquired as a quarterly dividend credit and will be settled in common stock upon the reporting person's retirement or other termination of service. After the transaction the reporting person is shown as beneficially owning 12,843.3 shares directly. The Form 4 was signed by a power of attorney on 09/11/2025.

Positive

• Director compensation aligned with shareholder value: phantom units track common stock economics and vest/settle on termination, promoting long-term alignment
• Transparent disclosure: Form 4 timely reports the credit (09/10/2025) and beneficial ownership following the transaction (12,843.3 shares)

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Routine director compensation via phantom stock, aligns director pay with shareholder value; not a material corporate event.

This Form 4 documents a standard directors' deferred compensation credit: 146.1 phantom stock units were granted/credited as a quarterly dividend equivalent and will convert to common shares upon retirement or termination. Such arrangements are common and serve to align long-term director incentives with shareholder outcomes without immediate dilution. The notional price of $46.06 per unit provides a snapshot of the economic value credited. There is no indication of a sale, purchase on the open market, or change in control provisions in this filing.

Securities Analyst

TL;DR: Disclosure is informational and routine; transaction has negligible immediate market impact.

The reported acquisition of 146.1 phantom units increases the reporting person's beneficial ownership to 12,843.3 shares on record. Because settlement is deferred until termination, there is no immediate change in outstanding common shares and no cash proceeds or debt impact disclosed. This type of filing is a standard Section 16 disclosure reflecting compensation mechanics rather than a market-moving insider trade.

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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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^*

Istavridis Eleni

(Last) (First) (Middle)

ONE NORTH SECOND ST

P O BOX 160

(Street)

HARTSVILLE SC 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)

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

3. Date of Earliest Transaction (Month/Day/Year)
09/10/2025

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
Phantom Stock Units	(1)	09/10/2025		A		146.1		(2)	(2)	Common Stock	146.1	$46.06	12,843.3	D

Explanation of Responses:

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

2. Acquired on quarterly dividend on Sonoco Products Company's directors' deferred compensation plan and will be settled upon the reporting person's retirement or other termination of service.

	By: Elizabeth R. Kremer - Power of Attorney for Eleni Istavridis	09/11/2025
	** 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).
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