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Smurfit Westrock (SW) CFO Ken Bowles receives 303-share equity grant

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

Rhea-AI Filing Summary

Bowles Ken reported acquisition or exercise transactions in this Form 4 filing.

Smurfit Westrock plc Executive VP and Group CFO Ken Bowles received an equity award of 303 ordinary shares on a grant/award basis, not through a market purchase. The shares were granted at a price of $0.0000 per share and increased his direct holdings to 173,963 ordinary shares.

Footnotes explain that additional restricted stock units accrued as dividend equivalents based on the issuer’s quarterly dividend of $0.4523 per ordinary share, and that his total includes 38,456 restricted stock unit awards. Each restricted stock unit represents the right to receive one ordinary share and is scheduled to vest in three equal annual installments beginning on the first anniversary of the grant date.

Positive

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Negative

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Insider Bowles Ken
Role Executive VP and Group CFO
Type Security Shares Price Value
Grant/Award Ordinary Shares 303 $0.00 --
Holdings After Transaction: Ordinary Shares — 173,963 shares (Direct, null)
Footnotes (1)
  1. In accordance with the terms of the restricted stock unit award, additional restricted stock units accrued as dividend equivalents based on the Issuer's quarterly dividend of $0.4523 per ordinary share, with such accrual determined as of the dividend record date. Such additional restricted stock units are subject to the same terms and conditions as the underlying award. Each restricted stock unit represents the right to receive one ordinary share. Includes 38,456 restricted stock unit awards. Each restricted stock unit represents a contingent right to receive one ordinary share. The RSUs are scheduled to vest in three equal annual installments beginning on the first anniversary of the grant date.
Shares granted 303 ordinary shares Equity award on May 15, 2026; Form 4 code A
Grant price $0.0000 per share Price for the 303-share award
Total direct holdings 173,963 ordinary shares Shares held following the reported transaction
RSU awards included 38,456 RSUs Restricted stock unit awards included in holdings
Dividend per share $0.4523 per ordinary share Quarterly dividend used to calculate dividend-equivalent RSUs
RSU vesting schedule 3 equal annual installments Beginning on the first anniversary of the grant date
restricted stock unit financial
"Includes 38,456 restricted stock unit awards. Each restricted stock unit represents a contingent right to receive one ordinary share."
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
dividend equivalents financial
"additional restricted stock units accrued as dividend equivalents based on the Issuer's quarterly dividend of $0.4523 per ordinary share"
Payments tied to employee or contractor equity awards that mirror the cash dividends paid on the company’s stock; they give the holder the same economic benefit as owning the shares without transferring actual shares—often paid in cash or additional award units when the award becomes payable. Investors care because these payments affect a company’s compensation costs, cash flow and potential share dilution, and they signal how management is being rewarded and aligned with shareholders.
dividend record date financial
"with such accrual determined as of the dividend record date"
vest financial
"The RSUs are scheduled to vest in three equal annual installments beginning on the first anniversary of the grant date."
A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.
ordinary share financial
"Each restricted stock unit represents the right to receive one ordinary share."
An ordinary share is a unit of ownership in a company that gives the holder a stake in its profits and usually the right to vote on key decisions. Think of it like a slice of a pizza where each slice entitles you to a portion of what’s left after bills are paid; value can rise or fall with the business and may pay dividends, so it matters to investors for income, growth and control.
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Bowles Ken
(Last)(First)(Middle)
BEECH HILL, CLONSKEAGH
(Street)
DUBLIN 4D04 N2R2
(City)(State)(Zip)
IRELAND
(Country)		2. Issuer Name and Ticker or Trading Symbol
Smurfit Westrock plc [ SW ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Executive VP and Group CFO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Ordinary Shares05/15/2026A303A$0(1)173,963(2)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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. In accordance with the terms of the restricted stock unit award, additional restricted stock units accrued as dividend equivalents based on the Issuer's quarterly dividend of $0.4523 per ordinary share, with such accrual determined as of the dividend record date. Such additional restricted stock units are subject to the same terms and conditions as the underlying award. Each restricted stock unit represents the right to receive one ordinary share.
2. Includes 38,456 restricted stock unit awards. Each restricted stock unit represents a contingent right to receive one ordinary share. The RSUs are scheduled to vest in three equal annual installments beginning on the first anniversary of the grant date.
Remarks:
/s/ Ciara O'Riordan (attorney-in-fact for Ken Bowles)05/19/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did Smurfit Westrock (SW) CFO Ken Bowles report in this Form 4?

Ken Bowles reported receiving 303 ordinary shares as an equity grant, not through a market purchase. These shares were awarded at $0.0000 per share and increased his direct holdings to 173,963 ordinary shares, reflecting routine compensation-related share accumulation.

How many Smurfit Westrock (SW) shares does Ken Bowles hold after this transaction?

After the award, Ken Bowles directly holds 173,963 ordinary shares of Smurfit Westrock plc. This total includes restricted stock unit awards disclosed in the footnotes, providing context for his overall equity position as an executive of the company.

What role do restricted stock units (RSUs) play in Ken Bowles’ Smurfit Westrock (SW) holdings?

Ken Bowles’ holdings include 38,456 restricted stock unit awards, each representing a contingent right to receive one ordinary share. These RSUs are scheduled to vest in three equal annual installments beginning on the first anniversary of the grant date, subject to the award’s terms.

Were Ken Bowles’ Smurfit Westrock (SW) shares bought on the open market?

No, the 303 shares were acquired as a grant or award at $0.0000 per share. The Form 4 classifies the transaction with code A, indicating a grant, award, or other acquisition, rather than an open-market purchase or sale by Ken Bowles.

How are dividend equivalents described for Ken Bowles’ Smurfit Westrock (SW) RSUs?

Dividend equivalents accrue on his restricted stock units based on the issuer’s quarterly dividend of $0.4523 per ordinary share. These additional RSUs are determined as of the dividend record date and are subject to the same terms and conditions as the underlying award.

When will Ken Bowles’ Smurfit Westrock (SW) RSUs vest?

The restricted stock unit awards included in Ken Bowles’ holdings are scheduled to vest in three equal annual installments. Vesting begins on the first anniversary of the grant date, with each installment representing one-third of the original RSU award amount.