SCHEDULE: FMR LLC & Abigail Johnson Disclose 3.6% Stake in Graphic Packaging
Beneficial Ownership Report (Amendment)
FMR LLC and Abigail P. Johnson have filed an amended Schedule 13G, reporting a beneficial ownership of 3.6% in Graphic Packaging Holding Co. common stock as of September 30, 2025.
Summary
- FMR LLC and Abigail P. Johnson jointly reported beneficial ownership of 10,670,822.23 shares of Graphic Packaging Holding Co. common stock.
- This represents 3.6% of the total outstanding class of securities.
- FMR LLC holds sole voting power over 10,613,707.00 shares and sole dispositive power over 10,670,822.23 shares.
- Abigail P. Johnson holds sole dispositive power over 10,670,822.23 shares, but no sole or shared voting power directly.
- The filing is an Amendment No. 2 to a Schedule 13G, indicating a previous filing.
- The securities were acquired and are held in the ordinary course of business, without the purpose or effect of changing or influencing control of Graphic Packaging Holding Co.
Sentiment
Score: 5
Explanation: The filing is a standard Schedule 13G amendment disclosing a passive ownership stake below the 5% threshold, with no stated intent to influence control. It does not contain information that would significantly alter the perception of the company's performance or prospects.
Positives
- A significant institutional investor, FMR LLC, maintains a substantial stake in Graphic Packaging Holding Co., indicating continued confidence.
- The filing explicitly states the investment is passive and not intended to influence control, which can reduce uncertainty regarding potential activist investor actions.
Risks
- No specific risks related to Graphic Packaging Holding Co. are detailed in this ownership disclosure. The certification explicitly states the investment is not for the purpose of changing or influencing control, mitigating the risk of an activist investor seeking to disrupt current management or strategy.
Future Outlook
NA
Management Comments
- "To the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11."
Industry Context
NA
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Internal Governance Structure (FMR LLC) | The filing details the ownership structure and voting agreement within FMR LLC, where members of the Johnson family, including Abigail P. Johnson, are predominant owners of Series B voting common shares (49% voting power) and form a controlling group with respect to FMR LLC. This relates to the governance of FMR LLC, not Graphic Packaging Holding Co. | Clarifies the control structure of the reporting entity (FMR LLC) but has no direct impact on Graphic Packaging Holding Co.'s corporate governance. |
Stakeholder Impact
- Shareholders: The disclosure of a significant, passive institutional stake by FMR LLC may provide a degree of confidence, as it indicates a major financial institution sees value in holding the company's stock. The lack of intent to influence control suggests stability in the company's current strategic direction.
- Employees, Customers, Suppliers, Creditors: No direct impact is indicated by this routine ownership disclosure.
Key Dates
| Date | Description |
|---|---|
| 2023-01-03 | Effective date of Power of Attorney for FMR LLC. |
| 2023-01-10 | Date of Schedule 13G filing by FMR LLC where Power of Attorney (accession number: -23-000003) was incorporated by reference. |
| 2023-01-26 | Effective date of Power of Attorney for Abigail P. Johnson. |
| 2023-01-31 | Date of Schedule 13G filing by FMR LLC where Power of Attorney (accession number: -23-000038) for Abigail P. Johnson was incorporated by reference. |
| 2025-09-30 | Date of event requiring this Schedule 13G filing, representing the beneficial ownership reporting date. |
| 2025-11-04 | Date of signing and filing of this Schedule 13G Amendment No. 2 by FMR LLC and Abigail P. Johnson. |
Keywords
Graphic Packaging Holding Co, FMR LLC, Abigail P. Johnson, Schedule 13G, Beneficial Ownership, Common Stock, Institutional Investor, Passive Investment, Packaging Industry
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