Buckner Judith K. 4

4 · Reynolds Consumer Products Inc. · Filed Feb 3, 2026

AI-generated summary of this filing

Updated Feb 4, 2026

Reynolds (REYN) President Judith Buckner Receives RSUs; Shares Withheld

What Happened

Judith K. Buckner, President of Reynolds Cook & Bake (Reynolds Consumer Products, REYN), had performance/restricted stock units convert or vest on Feb 1, 2026. The filing shows conversions/exercises totaling 33,875 shares (3,964; 20,142; 4,544; 5,225) and two awards/grants of RSU/PSU-based derivative awards (13,636 and 19,922 RSU/PSU units). To cover tax withholding on the vesting, the company withheld 12,890 shares across four withholding transactions at $23.17 per share, generating cash of $298,661 total. Some derivative conversion entries are recorded as $0 disposals (reflecting conversion/settlement mechanics).

Key Details

Transaction date: February 1, 2026. Form 4 filed Feb 3, 2026 (timely).
Withheld shares for tax: 1,729; 7,076; 1,885; 2,200 = 12,890 shares × $23.17 = $298,661 total.
Derivative conversions/exercises reported: 3,964; 20,142; 4,544; 5,225 = 33,875 shares acquired via conversion.
Grants/awards reported: 13,636 and 19,922 RSU/PSU units (awarded/recognized on Feb 1, 2026 as derivatives; $0 per-share reporting).
Footnotes of note:
- F2: Shares were withheld by the company to satisfy tax withholding on RSU vesting (not an open-market sale by the insider).
- F3/F4/F6/F7/F8/F9: Describe PSU→RSU conversion, vesting schedules, and that some RSUs vest immediately (F7) while others vest over future years (e.g., vesting in 2027–2028).
- F5: RSUs reported have no expiration date.
Shares owned after the transaction: not specified in the provided excerpt of the filing.
Transaction codes: M = option/derivative exercise or conversion; F = payment of exercise price or tax withholding; A = award/grant.

Context

This was primarily an award/vesting event (PSU → RSU conversion and RSU vesting) with the company withholding shares to cover tax obligations — a routine, administrative disposition rather than an open-market sale. Awards reported include both vested units settled on Feb 1, 2026 and additional RSU/PSU awards with future vesting schedules (through 2027–2028). The filing appears timely (filed two days after the transactions).

Form 4

Period: 2026-02-01

President, Reynolds Cook&Bake

Transactions

Exercise/Conversion
Common Stock
[F1]
2026-02-01+3,964→ 28,029 total
Tax Payment
Common Stock
[F2]
2026-02-01$23.17/sh−1,729$40,061→ 26,300 total
Exercise/Conversion
Common Stock
[F1]
2026-02-01+20,142→ 46,442 total
Tax Payment
Common Stock
[F2]
2026-02-01$23.17/sh−7,076$163,951→ 39,366 total
Exercise/Conversion
Common Stock
[F1]
2026-02-01+4,544→ 43,910 total
Tax Payment
Common Stock
[F2]
2026-02-01$23.17/sh−1,885$43,675→ 42,025 total
Exercise/Conversion
Common Stock
[F1]
2026-02-01+5,225→ 47,250 total
Tax Payment
Common Stock
[F2]
2026-02-01$23.17/sh−2,200$50,974→ 45,050 total
Award
Restricted Stock Units
[F1][F3][F4][F5]
2026-02-01+13,636→ 13,636 total
→ Common Stock (13,636 underlying)
Award
Restricted Stock Units
[F1][F6][F5]
2026-02-01+19,922→ 19,922 total
→ Common Stock (19,922 underlying)
Exercise/Conversion
Restricted Stock Units
[F1][F7][F5]
2026-02-01−3,964→ 0 total
→ Common Stock (3,964 underlying)
Exercise/Conversion
Restricted Stock Units
[F1][F7][F5]
2026-02-01−20,142→ 0 total
→ Common Stock (20,142 underlying)
Exercise/Conversion
Restricted Stock Units
[F1][F8][F5]
2026-02-01−4,544→ 4,543 total
→ Common Stock (4,544 underlying)
Exercise/Conversion
Restricted Stock Units
[F1][F9][F5]
2026-02-01−5,225→ 10,449 total
→ Common Stock (5,225 underlying)

Footnotes (9)

[F1]Each restricted stock unit ("RSU") represents a contingent right to receive one share of Reynolds Consumer Products Inc. common stock.
[F2]Represents shares withheld by Reynolds Consumer Products Inc. (the "Company") to satisfy tax withholding obligations on the vesting of restricted stock units ("RSUs").
[F3]On February 1, 2025, the reporting person was granted performance share units ("PSUs"), with the number of PSUs earned to be determined based on the extent to which certain performance conditions were met for a performance period consisting of fiscal 2025. As determined on February 1, 2026, based on the Company's actual performance for 2025, the reporting person earned these PSUs, which are now the equivalent of RSUs with a service-based vesting condition and will vest on February 1, 2028.
[F4]The RSUs vest on February 1, 2028.
[F5]The RSUs do not have an expiration date.
[F6]The RSUs vest in three equal annual installments beginning on February 1, 2027, subject to the continued employment of the reporting person through each such vesting date.
[F7]RSUs vested on February 1, 2026.
[F8]The RSUs vest in three annual installments beginning on February 1, 2025, subject to the continued employment of the reporting person through each such vesting date.
[F9]The RSUs vest in three annual installments beginning on February 1, 2026, subject to the continued employment of the reporting person through each such vesting date.

Signature

/s/ Jill E. Barnett, Attorney-in-Fact|2026-02-03

1 file