SEALED AIR CORP/DE·4

Apr 9, 4:15 PM ET

Actis-Grande Kristen 4

4 · SEALED AIR CORP/DE · Filed Apr 9, 2026

Research Summary

AI-generated summary of this filing

Updated

Sealed Air (SEE) CFO Kristen Actis-Grande Converts 94,093 Shares

What Happened

  • Kristen Actis-Grande, Chief Financial Officer of Sealed Air Corp (SEE), reported dispositions of 93,591 and 502 shares (total 94,093 shares) on 2026-04-09. Under the merger agreement, each share of Sealed Air common stock was cancelled and converted into cash consideration of $42.15 per share, yielding approximately $3,966,020 in total cash consideration. The Form 4 shows the transactions as dispositions to the issuer (price listed as N/A), with the merger footnote specifying the $42.15 per-share Merger Consideration.

Key Details

  • Transaction date / report filed: 2026-04-09 (Period of Report and Filing Date: 2026-04-09; Accession 0001193125-26-149650).
  • Shares disposed: 93,591 and 502 (total 94,093).
  • Merger consideration: $42.15 per share (implied cash value ≈ $3,966,020). Form 4 lists price as N/A because shares were cancelled/converted in the merger.
  • Shares held after transaction: No outstanding Sealed Air common stock (shares were cancelled at the Effective Time).
  • Notable footnotes:
    • F1: Common stock cancelled and converted to $42.15 per share under the Merger Agreement with Sword Purchaser, LLC.
    • F2: RSUs were converted into contingent cash rights (subject to original RSU terms, e.g., vesting).
    • F3: The 502-share amount reflects shares held in the reporting person’s Sealed Air 401(k) account at the Effective Time.
  • Timeliness: Filing shows report and transaction date of 2026-04-09; no late-file indicator noted.

Context

  • This was not an open-market sale by the insider but a corporate-level conversion of shares into cash as part of a merger—treatment applies to common stock and to outstanding RSUs (RSUs converted into contingent cash awards subject to vesting). Such merger-related dispositions reflect deal terms rather than an insider decision to sell on the market.

Insider Transaction Report

Form 4Exit
Period: 2026-04-09
Actis-Grande Kristen
Chief Financial Officer
Transactions
  • Disposition to Issuer

    Common Stock

    [F1][F2]
    2026-04-0993,5910 total
  • Disposition to Issuer

    Common Stock

    [F3][F1]
    2026-04-095020 total(indirect: By 401(k))
Footnotes (3)
  • [F1]In connection with the terms of an Agreement and Plan of Merger, dated November 16, 2025 (the "Merger Agreement"), by and among the Issuer, Sword Purchaser, LLC ("Sword") and Sword Merger Sub, Inc., a wholly owned subsidiary of Sword ("Merger Sub"), Merger Sub merged with and into the Issuer, with the Issuer surviving (the "Surviving Corporation") as a wholly owned subsidiary of Sword (the "Effective Time"). At the Effective Time, each outstanding share of Common Stock was cancelled and extinguished and automatically converted into the right to receive $42.15 (the "Merger Consideration"), without interest, except as set forth in the Merger Agreement.
  • [F2]At the Effective Time, each restricted stock unit ("RSU") outstanding immediately prior to the Effective Time was automatically cancelled and terminated and converted into a contingent right to receive from the Surviving Corporation an amount in cash (without interest) equal to (i) the product of (A) the aggregate number of shares of Common Stock underlying such RSU and (B) the Merger Consideration, plus (ii) any accrued and unpaid dividends or dividend equivalent rights owed with respect to such RSU, with such cash-based award subject to the terms and conditions applicable to the corresponding RSU (including time-based vesting conditions and terms related to the treatment upon termination of employment).
  • [F3]Total number of shares of Common Stock held in the name of the reporting person under the Sealed Air Corporation 401(k) and Profit-Sharing Plan as of the Effective Time.
Signature
/s/ Kristina Johnson, attorney-in-fact|2026-04-09

Documents

1 file
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    ownership.xmlPrimary

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