Form 4: Crown Holdings CFO Reports Performance Share Vesting, Tax Sale

Crown Holdings' Senior Vice President & CFO, Kevin Charles Clothier, reported the vesting of performance-based restricted stock and a subsequent sale for tax withholding.

Summary

• Kevin Charles Clothier, Senior Vice President & CFO of Crown Holdings, Inc. (CCK), reported transactions involving the company's common stock.
• On February 26, 2026, 1,046 performance-based restricted common shares vested, resulting from the company achieving 120% of its Return on Invested Capital (ROIC) target.
• These shares were part of an original grant reported on a Form 4 filed on January 6, 2023, which allowed for a payout ranging from 0% to 200% of 5,228 shares.
• Concurrently, 2,469 shares were disposed of at a price of $115.36 per share to cover tax withholding obligations related to the vesting.
• Following these transactions, Mr. Clothier directly beneficially owns 80,144 common shares and indirectly owns 364 shares through a 401(k) Plan.

Sentiment

Score: 6

Explanation: StockSavvy.ai views this as a neutral to slightly positive event. While there's a disposition of shares, it's for tax purposes related to the vesting of performance-based stock, which itself indicates the company met or exceeded a key performance metric.

Positives

• The vesting of 1,046 performance-based restricted shares indicates that Crown Holdings achieved 120% of its Return on Invested Capital (ROIC) target, reflecting strong company performance against set metrics.

Negatives

• A disposition of 2,469 shares occurred to cover tax withholding, which reduces the direct beneficial ownership of the Senior Vice President & CFO.

Future Outlook

The filing does not contain any forward-looking statements or guidance regarding the company's future performance or strategic direction.

Industry Context

StockSavvy.ai notes that Form 4 filings are routine disclosures of insider transactions, providing transparency into executive stock ownership changes. The vesting of performance-based shares, tied to Return on Invested Capital, is a common incentive structure in the packaging industry, aligning management's interests with shareholder value creation.

Stakeholder Impact

• Shareholders: The vesting of performance shares suggests the company met its ROIC targets, which is generally positive for shareholder value. The tax-related sale is a routine event and not indicative of a change in management's confidence.

Key Dates

Recommendation

This Form 4 reports a routine insider transaction involving the vesting of performance-based restricted stock and a subsequent sale to cover tax obligations. Such transactions are common and generally do not provide new fundamental information that would warrant a change in investment recommendation. The underlying performance (120% ROIC payout) is positive, but the transaction itself is expected.

Keywords

Crown Holdings, CCK, Form 4, Insider Transaction, Restricted Stock, Stock Vesting, Tax Withholding, Performance Shares, Return on Invested Capital, CFO