Henao Alvaro 4

What Happened

• Alvaro Henao, President & CEO, LATAM, received 22,996 ordinary shares of Smurfit Westrock plc upon vesting/settlement of performance share plan and deferred bonus awards on Feb 13, 2026. The awards were reported as conversions/exercises of derivative awards (transaction code M) at $0.00 per share.
• To satisfy tax withholding obligations (transaction code F), 6,260 of those shares were withheld/disposed at an effective value of $51.42 per share, totaling $321,889. Net new shares acquired by Henao = 22,996 − 6,260 = 16,736 shares.

Key Details

• Transaction date: 2026-02-13; Form 4 filed: 2026-02-17 (compare to the two-business-day Form 4 filing rule; filing appears after the transaction date).
• Award/vesting entries: 18,207 shares and 4,789 shares (both reported as M @ $0.00).
• Tax withholding/disposition: 6,260 shares @ $51.42 = $321,889 (reported as F).
• Net shares retained after withholding: 16,736 (22,996 vested − 6,260 withheld).
• Footnotes: Vesting/settlement from performance share plan awards and deferred bonus plan awards (awards granted 28 Mar 2023); shares were withheld to satisfy tax obligations.
• Shares owned after the transaction are not specified in the provided excerpt of the filing.

Context

• These were vesting/settlement events (not open-market purchases or sales). The M codes reflect conversion/settlement of award rights into ordinary shares; the F code reflects shares withheld to cover tax withholding—common for equity compensation and not necessarily a market sentiment signal.
• Because a portion of the vested shares was withheld for taxes (a routine administrative step), the material economic event is receipt of vested awards rather than an opportunistic buy or sale.