Lischer Charles D 4

What Happened
Charles D. Lischer, SVP, Chief Accounting Officer and Interim CFO of Graphic Packaging Holding Co. (GPK), converted/exercised equity awards and received a total of 13,799 shares on 2026-02-15 (entries show conversion/exercise and an RSU grant). To satisfy tax withholding, 5,193 shares were surrendered at $12.42 each for total withholding proceeds of $64,497. The awards were issued at $0 exercise price (typical for RSU payouts); net shares retained are roughly 8,606.

Key Details

• Transaction date: 2026-02-15; Form 4 filed 2026-02-18.
• Acquisitions: 7,058 shares (exercise/conversion), 4,376 shares (grant/award), 2,365 shares (exercise/conversion) — all recorded at $0 (RSU/award conversion).
• Withholding (tax payment/dispositions): 2,809 + 1,658 + 726 = 5,193 shares disposed at $12.42 each, totaling $64,497.
• Net shares received (approx.): 13,799 acquired − 5,193 withheld = ~8,606 shares.
• Footnotes: F1 = settlement of a previously-granted performance-based RSU award; F2 = service-based RSUs expire upon conversion/payout in common stock.
• Shares owned after the transactions: not specified in the provided filing summary.
• Timeliness: filing lists trade date 2/15 and was filed 2/18; Form 4s are normally due within two business days, so investors may review the official filing for any timeliness notes.

Context / What this means for investors

• These transactions appear to be routine equity award conversions/settlements (RSU/performance RSU) rather than open-market purchases or voluntary sales. The retained shares reflect a net increase in insider ownership after tax withholding.
• The withheld shares were used solely to cover tax obligations (a common cashless/withholding procedure), not necessarily a cash sale signaling a change in sentiment.
• For derivative entries: "M" indicates exercise/conversion of a derivative (here, RSU/stock-settled awards). The disposal code "F" indicates shares surrendered to cover taxes.

Keep in mind: insider award vesting and tax-withholding transactions are common and often scheduled; they are informative about insider ownership changes but do not alone indicate a buy/sell endorsement.