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Smurfit Westrock (SW) director receives 719.864 dividend-equivalent share units

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

Rhea-AI Filing Summary

Smurfit Westrock plc director Alan D. Wilson received an automatic equity award tied to dividends. He acquired 719.864 additional restricted stock units as dividend equivalents following a quarterly cash dividend of $0.4523 per ordinary share. Each unit represents the right to receive one ordinary share at settlement.

After this award, Wilson directly holds 63,870.230 ordinary shares, including restricted stock units. His holdings comprise 4,422 restricted stock units scheduled to vest on the earlier of May 2, 2026 or the next annual meeting, and 57,721.230 fully vested units deferred until he leaves the board.

Positive

  • None.

Negative

  • None.
Insider WILSON ALAN D
Role Director
Type Security Shares Price Value
Grant/Award Ordinary Shares 719.864 $0.00 --
Holdings After Transaction: Ordinary Shares — 63,870.23 shares (Direct)
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 4,422 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 and 57,721.230 fully vested restricted stock units that will be settled in ordinary shares following the Reporting Person's cessation of service as a member of the Issuer's board of directors in accordance with the terms of the WestRock Company 2016 Deferred Compensation Plan for Non-Employee Directors.
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*
WILSON ALAN D

(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
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/18/2026
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 Shares03/18/2026A719.864A$0(1)63,870.23(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 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 4,422 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 and 57,721.230 fully vested restricted stock units that will be settled in ordinary shares following the Reporting Person's cessation of service as a member of the Issuer's board of directors in accordance with the terms of the WestRock Company 2016 Deferred Compensation Plan for Non-Employee Directors.
Remarks:
/s/ Ciara O'Riordan, attorney-in-fact-pursuant for Alan D. Wilson03/20/2026
** 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 Smurfit Westrock (SW) director Alan D. Wilson report on this Form 4?

Alan D. Wilson reported the acquisition of 719.864 additional restricted stock units as a dividend equivalent award. These units arise from Smurfit Westrock’s quarterly dividend and each unit represents the right to receive one ordinary share in the future.

How many Smurfit Westrock (SW) shares does Alan D. Wilson now hold after this transaction?

Following the award, Alan D. Wilson directly holds 63,870.230 ordinary shares, including restricted stock units. This total reflects both unvested and fully vested deferred units that will convert into ordinary shares according to the plan’s settlement terms.

What triggered the 719.864 restricted stock units reported by Smurfit Westrock (SW)?

The 719.864 restricted stock units accrued as dividend equivalents when Smurfit Westrock paid a quarterly dividend of $0.4523 per ordinary share. Under the award terms, dividend equivalents are credited in the form of additional restricted stock units instead of cash.

When will Alan D. Wilson’s unvested Smurfit Westrock (SW) restricted stock units vest?

4,422 of Alan D. Wilson’s restricted stock units will vest on the earlier of May 2, 2026 or the date of Smurfit Westrock’s next annual stockholder meeting. Vesting timing follows the company’s director compensation and equity award arrangements.

What are the settlement terms for Alan D. Wilson’s fully vested Smurfit Westrock (SW) units?

Wilson holds 57,721.230 fully vested restricted stock units that will be settled in ordinary shares after he ceases serving on the board. Settlement timing follows the WestRock Company 2016 Deferred Compensation Plan for Non-Employee Directors provisions.

Did Alan D. Wilson buy or sell Smurfit Westrock (SW) shares on the open market?

No open-market trades were reported. The Form 4 shows a grant-type acquisition coded as “A,” reflecting additional restricted stock units credited as compensation-related dividend equivalents rather than a purchase or sale in the market.