Smurfit Westrock (NYSE: SW) officer awarded RSUs, small tax withholding

Rhea-AI Filing Summary

Smurfit Westrock plc officer Alvaro Henao reported routine equity compensation activity. On March 18, 2026, he received 223 restricted stock units under a performance share plan and 57 ordinary shares as a grant, both at a stated price of $0.0000 per share.

Each restricted stock unit represents one ordinary share and 19,272 restricted stock units are scheduled to vest and settle in February 2027. On March 19, 2026, 8 ordinary shares valued at $38.58 per share were withheld to cover tax obligations tied to dividend-equivalent vesting, leaving him with 72,644 directly held ordinary shares.

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

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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 4 D04 N2R2

(City) (State) (Zip)

UNITED STATES

(Country)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/18/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Ordinary Shares	03/18/2026		A(1)		57	A	$0	72,652	D
Ordinary Shares	03/19/2026		F(2)		8	D	$38.58	72,644	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(1)	03/18/2026		A		223		(3)	(3)	Ordinary Shares	223	$0	19,272	D

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. Reflects ordinary shares of Smurfit Westrock plc withheld to satisfy the reporting person's tax withholding obligation upon the vesting and settlement of dividend equivalents, which accrued on 18 March 2026. Since these dividend equivalents were associated with restricted stock units that vested and settled on 12 March 2026, the dividend equivalents immediately vested and settled on 19 March 2026 in accordance with the terms of the associated restricted stock unit award.

3. The 19,272 restricted stock units vest and are due to be settled in February 2027.

Remarks:

President and Chief Executive Officer, LATAM

	/s/ Ciara O'Riordan (attorney-in-fact for Alvaro Henao)	03/20/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did Smurfit Westrock (SW) report for Alvaro Henao?

Alvaro Henao reported routine equity compensation activity. He received 223 restricted stock units and 57 ordinary shares as grants, and had 8 ordinary shares withheld to satisfy tax obligations related to dividend-equivalent vesting on existing awards.

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

Following these transactions, Alvaro Henao holds 19,272 restricted stock units. These units stem from performance-related awards and associated dividend equivalents, each representing the right to receive one ordinary share of Smurfit Westrock plc at future settlement.

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

The filing states that 19,272 restricted stock units for Alvaro Henao vest and are due to be settled in February 2027. This schedule reflects the terms of the company’s restricted stock unit award program and associated dividend-equivalent accruals.

Why were 8 Smurfit Westrock (SW) shares withheld from Alvaro Henao?

Eight ordinary shares were withheld to satisfy Alvaro Henao’s tax withholding obligation. The tax liability arose when dividend-equivalent restricted stock units associated with previously vested awards settled, prompting the company to retain shares instead of a cash tax payment.

How many Smurfit Westrock (SW) ordinary shares does Alvaro Henao own after these transactions?

After the reported transactions, Alvaro Henao directly owns 72,644 ordinary shares of Smurfit Westrock plc. This figure reflects the impact of share grants received and the 8 shares withheld to cover tax obligations related to dividend-equivalent vesting.

What do the new Smurfit Westrock (SW) restricted stock units represent for Alvaro Henao?

Each new restricted stock unit represents the right to receive one ordinary share of Smurfit Westrock plc. The units include additional awards accrued as dividend equivalents on a quarterly dividend of $0.4523 per share and follow the same terms as the underlying award.