WILSON ALAN D 4

What Happened Alan D. Wilson, a director of Smurfit Westrock plc (SW), was granted 4,438 restricted stock units (RSUs) on May 1, 2026 (award). At the same time 2,123 ordinary shares were withheld/disposed to satisfy tax withholding obligations at $38.39 per share, totaling $81,502. The RSUs represent a contingent right to receive one ordinary share each when they vest.

Key Details

• Transaction dates: May 1, 2026 (grant and tax-withholding settlement); Form 4 filed May 5, 2026 (timely).
• Award: 4,438 RSUs granted (acquisition reported at $0.00 per share).
• Tax withholding: 2,123 shares disposed/withheld at $38.39 each for $81,502 to cover taxes (reported as disposition code F).
• Holdings note: Filing includes 57,721.23 fully vested RSUs that will be settled into ordinary shares following Mr. Wilson’s cessation of board service under the WestRock 2016 Deferred Compensation Plan for Non-Employee Directors.
• Footnotes: RSUs vest on the earlier of (i) first anniversary of grant or (ii) next annual meeting; withheld shares reflect tax withholding on vesting/settlement.

Context This filing reflects an equity award (RSUs) and routine tax-withholding rather than an open-market buy or sale for investment purposes. RSUs are a form of compensation that convert to shares on vesting; the share withholding is commonly used to satisfy tax obligations and does not necessarily indicate a change in the director’s investment stance.