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Smurfit Westrock (SW) executive adds shares and 19,495 RSUs via awards

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

Rhea-AI Filing Summary

Smurfit Westrock plc executive Alvaro Henao received additional equity awards as compensation. He was granted 38 ordinary shares, bringing his direct holdings to 72,769 shares. He also acquired 223 restricted stock units (PSUs) credited as dividend equivalents, increasing his PSU balance to 19,495 units that each represent one ordinary share.

According to the award terms, some restricted stock units accrue as dividend equivalents when the company pays its quarterly dividend of $0.4523 per ordinary share and remain subject to the same vesting conditions. Footnotes state that 10,676 restricted stock units are scheduled to vest in three equal annual installments, and 19,495 restricted stock units are due to vest and settle in February 2027.

Positive

  • None.

Negative

  • None.
Insider Henao Alvaro
Role See remarks
Type Security Shares Price Value
Grant/Award Restricted Stock Units (PSP) 223 $0.00 --
Grant/Award Ordinary Shares 38 $0.00 --
Holdings After Transaction: Restricted Stock Units (PSP) — 19,495 shares (Direct, null); Ordinary Shares — 72,769 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 in connection with the Issuer's payment of a quarterly dividend of $0.4523 per ordinary share. 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 10,676 restricted stock units which are scheduled to vest in three equal annual installments beginning on the first anniversary of the grant date. The 19,495 restricted stock units vest and are due to settle in February 2027.
Ordinary shares granted 38 shares Grant on June 10, 2026
Ordinary shares after grant 72,769 shares Direct holdings following transaction
RSUs granted as dividend equivalents 223 units Restricted Stock Units (PSP) on June 10, 2026
Total RSUs after grant 19,495 units Restricted Stock Units (PSP) following transaction
Quarterly dividend per share $0.4523 per ordinary share Dividend used to calculate dividend-equivalent RSUs
RSUs vesting annually 10,676 units Vest in three equal annual installments from first grant anniversary
RSUs vesting date 19,495 units by February 2027 Restricted Stock Units scheduled to vest and settle
Restricted Stock Units (PSP) financial
"Restricted Stock Units (PSP) were granted and each represents the right to receive one ordinary share."
dividend equivalents financial
"Additional restricted stock units accrued as dividend equivalents in connection with a quarterly dividend payment."
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.
vest financial
"Includes 10,676 restricted stock units which are scheduled to vest in three equal annual installments."
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.
settle financial
"The 19,495 restricted stock units vest and are due to settle in February 2027."
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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*
Henao Alvaro

(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
See remarks
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/10/2026
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 Shares06/10/2026A38A$0(1)72,769(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
Restricted Stock Units (PSP)$0(1)06/10/2026A223 (3) (3)Ordinary Shares223$019,495D
Explanation of Responses:
1. In accordance with the terms of the restricted stock unit award, additional restricted stock units accrued as dividend equivalents in connection with the Issuer's payment of a quarterly dividend of $0.4523 per ordinary share. 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 10,676 restricted stock units which are scheduled to vest in three equal annual installments beginning on the first anniversary of the grant date.
3. The 19,495 restricted stock units vest and are due to settle in February 2027.
Remarks:
President and Chief Executive Officer, LATAM
/s/ Ciara O'Riordan (attorney-in-fact for Alvaro Henao)06/12/2026
** 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)

FAQ

What did Alvaro Henao acquire in Smurfit Westrock (SW) on this Form 4?

Alvaro Henao received 38 ordinary shares and 223 restricted stock units as equity compensation. These awards increased his direct share ownership and his performance share unit balance tied to future vesting and settlement terms.

How many Smurfit Westrock (SW) ordinary shares does Alvaro Henao hold after the transaction?

After the award, Alvaro Henao directly holds 72,769 ordinary shares. This total reflects the addition of 38 newly granted shares, which were received as part of his equity compensation rather than through an open-market purchase.

How many restricted stock units does Alvaro Henao hold in Smurfit Westrock (SW)?

Following the grant, Alvaro Henao holds 19,495 restricted stock units. These include 223 units credited as dividend equivalents and are structured so each unit represents the right to receive one ordinary share upon vesting and settlement.

What are dividend-equivalent restricted stock units in Smurfit Westrock (SW)’s plan?

Dividend-equivalent restricted stock units are additional units credited when the company pays a quarterly dividend, here $0.4523 per ordinary share. They are subject to the same terms and conditions as the underlying restricted stock unit award, including vesting schedules.

When do Alvaro Henao’s Smurfit Westrock (SW) restricted stock units vest?

Footnotes indicate 10,676 restricted stock units vest in three equal annual installments beginning on the first grant anniversary. The broader block of 19,495 restricted stock units is due to vest and settle in February 2027, subject to award conditions.

Was Alvaro Henao’s Smurfit Westrock (SW) Form 4 a market purchase or a compensation grant?

The Form 4 reflects compensation-related grants, not an open-market purchase. Code A shows a grant or award acquisition of 38 ordinary shares and 223 restricted stock units, which increased his holdings without any reported purchase price.