4//SEC Filing
Sellier Laurent 4
Accession 0001104659-24-078718
CIK 0002005951other
Filed
Jul 8, 8:00 PM ET
Accepted
Jul 9, 9:48 PM ET
Size
12.8 KB
Accession
0001104659-24-078718
Insider Transaction Report
Form 4
Sellier Laurent
See Remarks
Transactions
- Award
Ordinary Shares
2024-07-05+61,667→ 61,667 total - Award
Ordinary Shares
2024-07-05+3,188→ 3,188 total(indirect: By Spouse) - Award
Restricted Stock Units (PSP)
2024-07-05+90,737→ 90,737 total→ Ordinary Shares (90,737 underlying) - Award
Restricted Stock Units (DBP)
2024-07-05+25,751→ 25,751 total→ Ordinary Shares (25,751 underlying)
Footnotes (3)
- [F1]Pursuant to the Transaction Agreement, dated as of September 12, 2023 (the "Transaction Agreement"), by and among Smurfit Kappa Group plc ("Smurfit Kappa"), Smurfit WestRock plc (formerly Smurfit WestRock Limited and prior to that known as Cepheidway Limited, "Smurfit WestRock"), Sun Merger Sub, LLC and WestRock Company, on July 5, 2024, Smurfit Kappa was acquired by Smurfit WestRock pursuant to a scheme of arrangement (the "Scheme") and, in accordance with the Scheme, each ordinary share of Smurfit Kappa held by the Reporting Person was exchanged for one ordinary share of Smurfit WestRock, par value $0.001 per share (each a "Smurfit WestRock Share"), at the effective time of the Scheme (the "Scheme Effective Time").
- [F2]Pursuant to the Transaction Agreement, at the Scheme Effective Time, each deferred bonus plan award ("DBP Award") in respect of ordinary shares of Smurfit Kappa held by the Reporting Person was converted into a restricted stock unit award in respect of Smurfit WestRock Shares covering the same number of shares as covered by, and otherwise subject to the same terms and conditions as applied to, such DBP Award as of immediately prior to the Scheme Effective Time.
- [F3]Pursuant to the Transaction Agreement, at the Scheme Effective Time, each performance share plan award ("PSP Award") in respect of ordinary shares of Smurfit Kappa was converted into a restricted stock unit award in respect of Smurfit WestRock Shares covering the same number of shares as covered by such PSP Award as of immediately prior to the Scheme Effective Time (with such number of shares determined by deeming the applicable performance goals to be achieved in accordance with the terms and conditions of the Transaction Agreement), and otherwise subject to the same terms and conditions (excluding performance goals) as applied to such PSP Award as of immediately prior to the Scheme Effective Time.
Documents
Issuer
Smurfit WestRock plc
CIK 0002005951
Entity typeother
Related Parties
1- filerCIK 0002029274
Filing Metadata
- Form type
- 4
- Filed
- Jul 8, 8:00 PM ET
- Accepted
- Jul 9, 9:48 PM ET
- Size
- 12.8 KB