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[Form 4] Smurfit Westrock plc Insider Trading Activity

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Smurfit Westrock plc executive Saverio Mayer reported equity award vesting and related share movements. On 02/13/2026, performance share plan and deferred bonus plan awards vested, converting into 44,539 and 12,288 ordinary shares at $0 exercise price. To cover tax withholding on these vestings, 24,436 ordinary shares were disposed of at $51.42 per share. Following these transactions, Mayer directly owned 222,130 ordinary shares of Smurfit Westrock plc.

Positive

  • None.

Negative

  • None.
Insider Mayer Saverio
Role See remarks
Type Security Shares Price Value
Exercise Restricted Stock Units (PSP) 44,539 $0.00 $0.00
Exercise Restricted Stock Units (DBP) 12,288 $0.00 $0.00
Exercise Ordinary Shares 44,539 $0.00 $0.00
Exercise Ordinary Shares 12,288 $0.00 $0.00
Exercise Price or Tax Liability Ordinary Shares 24,436 $51.42 $1.26M
Holdings After Transaction: Restricted Stock Units (PSP) — 36,788 shares (Direct); Restricted Stock Units (DBP) — 10,907 shares (Direct); Ordinary Shares — 222,130 shares (Direct)
Footnotes (4)
  1. F1. Reflects the acquisition of common stock upon vesting and settlement of performance share plan awards. Each performance share plan award represents a right to receive one ordinary share of Smurfit Westrock plc upon vesting and settlement of the applicable award.
  2. F2. Reflects the acquisition of common stock upon vesting and settlement of deferred bonus plan awards. Each deferred bonus plan award represents a right to receive one ordinary share of Smurfit Westrock plc upon vesting and settlement of the applicable award.
  3. F3. Reflects ordinary shares of Smurfit Westrock plc withheld to satisfy the reporting persons tax withholding obligation upon vesting and settlement of deferred bonus plan awards and performance share plan awards.
  4. F4. Reflects the vesting and settlement of deferred bonus plan awards granted on 22 September 2023 and performance share plan awards granted on 22 September 2023.

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Form 4 Insider Transactions: What Each Field Means →
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
Estimated average burden
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*
Mayer Saverio
(Last) (First) (Middle)
BEECH HILL, CLONSKEAGH
(Street)
DUBLIN 4 L2 D04 N2R2
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Smurfit Westrock plc [ SW ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
See remarks
3. Date of Earliest Transaction (Month/Day/Year)
02/13/2026
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
Ordinary Shares 02/13/2026 M(1) 44,539 A $0 234,278 D
Ordinary Shares 02/13/2026 M(2) 12,288 A $0 246,566 D
Ordinary Shares 02/13/2026 F(3) 24,436 D $51.42 222,130 D
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
Restricted Stock Units (PSP) $0 02/13/2026 M 44,539 (4) (4) Ordinary Shares 44,539 $0 36,788 D
Restricted Stock Units (DBP) $0 02/13/2026 M 12,288 (4) (4) Ordinary Shares 12,288 $0 10,907 D
Explanation of Responses:
1. Reflects the acquisition of common stock upon vesting and settlement of performance share plan awards. Each performance share plan award represents a right to receive one ordinary share of Smurfit Westrock plc upon vesting and settlement of the applicable award.
2. Reflects the acquisition of common stock upon vesting and settlement of deferred bonus plan awards. Each deferred bonus plan award represents a right to receive one ordinary share of Smurfit Westrock plc upon vesting and settlement of the applicable award.
3. Reflects ordinary shares of Smurfit Westrock plc withheld to satisfy the reporting persons tax withholding obligation upon vesting and settlement of deferred bonus plan awards and performance share plan awards.
4. Reflects the vesting and settlement of deferred bonus plan awards granted on 22 September 2023 and performance share plan awards granted on 22 September 2023.
Remarks:
President & Chief Executive Officer, Europe, MEA and APAC
/s/ Ciara O'Riordan (attorney-in-fact for Saverio Mayer) 02/17/2026
** 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