Did Smurfit Westrock (SW) report any disagreements related to these director resignations?

The company stated that neither director’s decision to resign was related to any disagreement with Smurfit Westrock regarding their departure or any matters involving its operations, policies, or practices. The board publicly thanked both individuals for their service and contributions.

Two directors to retire as Smurfit Westrock (SW) reshapes board, audit chair

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Smurfit Westrock plc reported upcoming changes to its Board of Directors. Terrell K. Crews and Lourdes Melgar have notified the company they will step down from the board effective at the conclusion of the 2026 Annual General Meeting of Shareholders, currently scheduled for May 1, 2026. At that time, the board size will be reduced to 12 directors. The company states that neither director’s decision is related to any disagreement over its operations, policies, or practices. Following their retirement, Crews will leave his roles as Chair of the Audit Committee and member of the Finance Committee, and Melgar will leave the Audit and Sustainability Committees. Carole L. Brown will succeed Crews as Chair of the Audit Committee, with additional committee succession arrangements to be implemented.

8-K Event Classification

Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers

1 item

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

FAQ

What board changes did Smurfit Westrock plc (SW) announce in this 8-K?

Smurfit Westrock plc announced that directors Terrell K. Crews and Lourdes Melgar will step down from the board after the 2026 Annual General Meeting of Shareholders. At that time, the board will be reduced to 12 directors, reflecting their planned retirements.

When will Smurfit Westrock (SW) directors Crews and Melgar leave the board?

Terrell K. Crews and Lourdes Melgar will leave the Smurfit Westrock board at the conclusion of the 2026 Annual General Meeting of Shareholders, which is currently scheduled for May 1, 2026. Their committee roles will end at the same time.

How will Smurfit Westrock (SW) board size change after the 2026 AGM?

Following the 2026 Annual General Meeting of Shareholders, Smurfit Westrock’s board size will be reduced to 12 directors. This change reflects the planned retirement from the board of directors Terrell K. Crews and Lourdes Melgar at the end of that meeting.

Who will chair the Audit Committee at Smurfit Westrock (SW) after Crews retires?

After Terrell K. Crews retires from the board at the 2026 AGM, Carole L. Brown will succeed him as Chair of the Audit Committee. Crews will also step down from the Finance Committee, with broader committee succession arrangements to follow.

What committee roles are affected by the Smurfit Westrock (SW) board changes?

Upon their retirement, Terrell K. Crews will step down as Chair of the Audit Committee and member of the Finance Committee, while Lourdes Melgar will leave the Audit and Sustainability Committees. The company indicated that appropriate succession arrangements will be implemented.

AI-generated analysis. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google

Understanding 8-K Material Events →

Accepted by SEC EDGAR 02/27/2026 - 07:00 AM

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 OR 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 25, 2026

Smurfit Westrock plc

(Exact name of registrant as specified in its charter)

Ireland
(State or other jurisdiction of
incorporation)

001-42161

(Commission
File Number)

98-1776979
(I.R.S. Employer
Identification No.)

Beech Hill, Clonskeagh

Dublin 4, D04 N2R2

Ireland

(Address of principal executive offices, including Zip Code)

+353 1 202 7000

(Registrant’s telephone phone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Ordinary shares, par value $0.001 per share	SW	New York Stock Exchange (NYSE)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 5.02.      Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On February 25, 2026, Terrell K. Crews and Lourdes Melgar, members of the Board of Directors (the “Board”) of Smurfit Westrock plc (the “Company”), notified the Company that they will be stepping down from the Board, effective as of the conclusion of the Company’s 2026 Annual General Meeting of Shareholders, which is currently scheduled for May 1, 2026, at which time the size of the Board will be decreased to 12 directors. Neither Terrell’s nor Lourdes’s decision to resign was related to any disagreement with the Company relative to their departures or to any matters relating to the Company’s operations, policies, or practices. The Board and the Company thank Terrell and Lourdes for their service and their contributions to the Company during the formative period following the combination of Smurfit Kappa Group plc and WestRock Company.

Consequently, effective as of their board retirement, Terrell will be stepping down as Chair of the Audit Committee and as a member of the Finance Committee, and Lourdes will be stepping down as a member of the Audit and Sustainability Committees. Carole L. Brown will succeed Terrell as Chair of the Audit Committee, effective as of such time. Appropriate succession arrangements will be implemented within the relevant Board Committees.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	Smurfit Westrock plc

		/s/ Ken Bowles
	Name:	Ken Bowles
	Title:	Executive Vice President & Group Chief Financial Officer

Date: February 27, 2026

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

3 documents