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[Form 4] Smurfit Westrock plc Insider Trading Activity

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

Rhea-AI Filing Summary

Smurfit Westrock plc director Colleen F. Arnold reported an automatic increase in her equity holdings through dividend-equivalent restricted stock units. On December 18, 2025, she acquired 345.516 ordinary shares in the form of restricted stock units at a price of $0 under the plan’s terms. These units were credited in connection with a quarterly dividend of $0.4308 per ordinary share and are subject to the same conditions as the underlying award, with each unit representing one ordinary share.

After this transaction, Arnold beneficially owned 33,228.96 ordinary shares in the form of restricted stock units held directly. This total includes 4,371 restricted stock units scheduled to vest on the earlier of May 2, 2026 or the next annual meeting of stockholders, and 26,968.96 fully vested restricted stock units that will be settled in ordinary shares after her service on the board ends.

Positive

  • None.

Negative

  • None.
Insider Arnold Colleen F.
Role Director
Type Security Shares Price Value
Grant/Award Ordinary Shares 345.516 $0.00 --
Holdings After Transaction: Ordinary Shares — 33,228.96 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 $0.4308 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. Includes 4,371 restricted stock units which are scheduled to 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 26,968.96 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
Form 4 Insider Transactions: What Each Field Means →
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*
Arnold Colleen F.
(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)
12/18/2025
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 12/18/2025 A 345.516 A $0(1) 33,228.96(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 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 $0.4308 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 4,371 restricted stock units which are scheduled to 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 26,968.96 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 for Colleen F. Arnold 12/19/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Smurfit Westrock (SW) disclose for Colleen F. Arnold?

The company disclosed that director Colleen F. Arnold acquired 345.516 restricted stock units on December 18, 2025. These units were credited as dividend equivalents and each represents the right to receive one ordinary share.

How many Smurfit Westrock (SW) shares does Colleen F. Arnold beneficially own after this transaction?

Following the reported transaction, Colleen F. Arnold beneficially owns 33,228.96 ordinary shares in the form of restricted stock units, all held directly.

Why did Colleen F. Arnold receive 345.516 additional restricted stock units in Smurfit Westrock (SW)?

The additional 345.516 restricted stock units accrued as dividend equivalents when Smurfit Westrock paid a quarterly dividend of $0.4308 per ordinary share, in line with the terms of her restricted stock unit award.

How many of Colleen F. Arnolds restricted stock units in Smurfit Westrock (SW) are unvested and when will they vest?

Her holdings include 4,371 restricted stock units that are scheduled to vest on the earlier of May 2, 2026 or the date of the next annual meeting of Smurfit Westrock plc stockholders.

What portion of Colleen F. Arnolds Smurfit Westrock (SW) restricted stock units is fully vested and deferred?

She holds 26,968.96 fully vested restricted stock units that will be settled in ordinary shares after she ceases serving on the board, in accordance with the WestRock Company 2016 Deferred Compensation Plan for Non-Employee Directors.

Is Colleen F. Arnold a director or officer of Smurfit Westrock (SW)?

Colleen F. Arnold is reported as a director of Smurfit Westrock plc and the Form 4 is filed for one reporting person.