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[Form 4] Smurfit Westrock plc Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4
Rhea-AI Filing Summary

Irial Finan, a director of Smurfit Westrock plc (SW), reported a non‑cash acquisition tied to restricted stock units on 09/18/2025. The filing shows 65 ordinary shares were acquired at a $0 price as dividend equivalents under existing restricted stock units; each restricted stock unit represents the right to receive one ordinary share. After the transaction the reporting person beneficially owned 55,025 ordinary shares, which figure explicitly includes 6,794 restricted stock units that vest on the earlier of May 2, 2026 or the date of the next annual meeting.

Positive
  • Disclosure of equity accruals shows transparent reporting of compensation‑related share accruals
  • Post‑transaction beneficial ownership total is specified (55,025 shares), including unvested RSUs with a clear vesting schedule
Negative
  • None.

Insights

TL;DR: Director received 65 shares as dividend equivalents; total beneficial ownership is 55,025 including 6,794 RSUs.

This Form 4 documents a routine, non‑cash accrual: 65 ordinary shares were recorded as dividend equivalent restricted stock units on 09/18/2025 at a reported price of $0. The filing clarifies that each RSU equals one ordinary share and that 6,794 RSUs remain subject to vesting, with a specified vesting trigger of the earlier of May 2, 2026 or the next annual meeting. This is a technical insider reporting of compensation‑related equity activity rather than an open‑market purchase or sale.

TL;DR: Disclosure reflects dividend equivalent accrual under existing awards; ownership disclosure updated to 55,025 shares.

The report is compliant in form and content: it identifies the reporting person as a director and marks the transaction as an acquisition due to dividend equivalents under outstanding RSUs. It provides the post‑transaction beneficial ownership total and specifies the portion of RSUs that remain unvested with a clear vesting condition. No amendment or corrective language is present; signature is provided by an attorney‑in‑fact on 09/22/2025.

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*
Finan Irial

(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)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
09/18/2025
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
Ordinary Shares 09/18/2025 A 65 A $0(1) 55,025(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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. In accordance with the terms of outstanding restricted stock units, additional restricted stock units accrued as dividend equivalents in connection with the Issuer's payment of a quarterly dividend of $0.4308 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 6,794 restricted stock units which will vest on the earlier of (i) May 2, 2026, or (ii) the date of the next annual meeting of Smurfit Westrock plc's stockholders.
Remarks:
Exhibit 24.1 Power of Attorney
/s/ Ciara O'Riordan, attorney-in-fact for Irial Finan 09/22/2025
** 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).
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.

FAQ

What did Smurfit Westrock (SW) director Irial Finan report on Form 4?

Irial Finan reported the acquisition of 65 ordinary shares as dividend‑equivalent restricted stock units on 09/18/2025, bringing beneficial ownership to 55,025 shares.

Were the 65 shares purchased for cash in the Form 4 filing for SW?

No. The filing lists the price as $0 and states the 65 shares were additional restricted stock units accrued as dividend equivalents.

How many restricted stock units remain unvested for the reporting person?

The filing states 6,794 restricted stock units are included in the 55,025 total and will vest on the earlier of May 2, 2026 or the next annual meeting.

What is the reporting person's relationship to Smurfit Westrock (SW)?

The filing identifies Irial Finan as a director of the issuer.

When was the Form 4 signed and by whom?

The signature block shows the form was signed by Ciara O'Riordan as attorney‑in‑fact for Irial Finan on 09/22/2025.
Smurfit WestRock PLC

NYSE:SW

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17.12B
519.66M
0.48%
91.4%
3.67%
Packaging & Containers
Paperboard Containers & Boxes
Link
Ireland
DUBLIN 4