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Smurfit Westrock (SW) CEO granted 84,419 RSUs; 1,605 shares withheld

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

Rhea-AI Filing Summary

Smurfit Westrock plc reported that President and Group CEO Anthony P.J. Smurfit received a grant of 84,419 restricted stock units on March 11, 2026, each representing a contingent right to one ordinary share. These RSUs are scheduled to vest in three equal annual installments beginning on the first anniversary of the grant date. On March 12, 2026, 1,605 ordinary shares were withheld to cover his tax obligations upon vesting and settlement of restricted stock units, a non-market, tax-related disposition. Following these transactions, he directly holds 1,725,424 ordinary shares. An additional 1,000 shares are held by his child in the same household, and he disclaims beneficial ownership of those shares.

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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*
SMURFIT ANTHONY P J

(Last) (First) (Middle)
BEECH HILL
CLONSKEAGH

(Street)
DUBLIN L2 D04N2R2

(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
X Officer (give title below) Other (specify below)
President and Group CEO
3. Date of Earliest Transaction (Month/Day/Year)
03/11/2026
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 03/11/2026 A(1) 84,419 A $0 1,727,029 D
Ordinary Shares 03/12/2026 F(2) 1,605 D $42.2 1,725,424 D
Ordinary Shares 1,000 I See footnote(3)
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. On March 11, 2026, the reporting person was granted 84,419 restricted stock units. Each restricted stock unit represents a contingent right to receive one ordinary share. The restricted stock units are scheduled to vest in three equal annual installments beginning on the first anniversary of the grant date.
2. Reflects ordinary shares of Smurfit Westrock plc withheld to satisfy the Reporting Person's tax withholding obligation upon vesting and settlement of their restricted stock units.
3. These shares are held by the Reporting Person's child who is part of the Reporting Person's household. The Reporting Person disclaims ownership of the shares held by this child, and this report is not an admission that the Reporting Person is the beneficial owner of these shares for the purposes of Section 16 or for any other purposes.
Remarks:
/s/ Ciara O'Riordan (attorney-in-fact for Anthony Smurfit) 03/13/2026
** 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.

FAQ

What insider transactions did Smurfit Westrock (SW) report for CEO Anthony P.J. Smurfit?

Smurfit Westrock reported a grant of 84,419 restricted stock units to CEO Anthony P.J. Smurfit and the withholding of 1,605 ordinary shares to cover tax obligations upon RSU vesting and settlement, plus disclosure of 1,000 shares held by his child.

How many RSUs did Smurfit Westrock (SW) grant to its CEO and how do they vest?

The CEO received 84,419 restricted stock units. Each unit represents a right to one ordinary share. They are scheduled to vest in three equal annual installments, beginning on the first anniversary of the March 11, 2026 grant date, spreading compensation over several years.

Why were 1,605 Smurfit Westrock (SW) shares disposed of in this Form 4?

The 1,605 ordinary shares were withheld to satisfy the CEO’s tax withholding obligation when restricted stock units vested and settled. This is a non-market, administrative disposition and does not reflect an open-market sale decision by the executive.

What are Anthony P.J. Smurfit’s direct share holdings in Smurfit Westrock (SW) after these transactions?

After the RSU grant and related tax withholding, Anthony P.J. Smurfit directly holds 1,725,424 ordinary shares of Smurfit Westrock plc. This figure reflects his post-transaction ownership position as reported in the Form 4 filing data.

How are the 1,000 Smurfit Westrock (SW) shares held by the CEO’s child treated in the filing?

The Form 4 notes 1,000 ordinary shares held by the CEO’s child, who lives in his household. Anthony P.J. Smurfit disclaims beneficial ownership of these shares, and the report states it is not an admission of ownership for Section 16 purposes.

Does the Smurfit Westrock (SW) Form 4 reflect any open-market buying or selling by the CEO?

The reported transactions involve a grant of restricted stock units and shares withheld for taxes. The filing data indicate no open-market purchases or sales; the disposition is explicitly described as a tax-withholding event, not a trading decision.
Smurfit WestRock PLC

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