Form 4 for SW Smurfit Westrock

Accepted 2024-07-09 00:00:00 ET · period of report 2024-07-05 · accession 0001104659-24-078726 · SEC index · Original document

Summary rows

Aggregated the way they appear in lists: one row per insider, transaction code and security table.

X	Filed	Traded	Ticker	Insider	Title	Type	Price	Qty	Owned	ΔOwn	Value
M	2024-07-09	2024-07-05	SW	Harrison Suzan F.	Dir	A - Grant	—	+20.5K	20.5K	New	—

Purchase Sale Sale after option exercise All abbreviations

#	Table	Security	Date	Code	A/D	Shares	Price	Owned after	Own	Exercise / expiry	Underlying	Footnotes
1	Common	Ordinary Shares	2024-07-05	A	A	16,336	—	16,336	D	—	—	(F1) Pursuant to the Transaction Agreement, dated as of September 12, 2023 (the "Transaction Agreement"), by and among Smurfit Kappa Group plc, Smurfit WestRock plc (formerly Smurfit WestRock Limited and prior to that known as Cepheidway Limited, "Smurfit WestRock"), Sun Merger Sub, LLC ("Merger Sub") and WestRock Company ("WestRock"), on July 5, 2024, Merger Sub merged with and into WestRock (the "Merger"). Pursuant to the Merger, each share of WestRock common stock ("WestRock Common Stock") held by the Reporting Person was converted into the right to receive one ordinary share of Smurfit WestRock, par value $0.001 per share (each a "Smurfit WestRock Share"), plus $5.00 in cash (the "Merger Consideration") at the effective time of the Merger (the "Merger Effective Time").
2	Common	Ordinary Shares	2024-07-05	A	A	4,190	—	20,526	D	—	—	(F2) Pursuant to the Transaction Agreement, at the Merger Effective Time, each restricted stock unit award in respect of shares of WestRock Common Stock held by the Reporting Person became fully vested and entitled to receive the Merger Consideration (subject to any deferred payment or settlement as required by Section 409A of the Code).