Form 4: Greif CFO Hilsheimer Adjusts Holdings Under 10b5-1 Plan

Greif's EVP and CFO, Lawrence A. Hilsheimer, reported significant open market transactions in both Class A and Class B common stock, including sales and purchases, some through a Charitable Remainder Annuity Trust.

Summary

• Lawrence A. Hilsheimer, Executive Vice President and Chief Financial Officer of Greif, Inc., reported multiple transactions in the company's securities.
• Transactions were conducted pursuant to a Rule 10b5-1(c) plan, indicating pre-arranged trades.
• On February 3, 2026, Hilsheimer sold 14,465 shares of Class A Common Stock at $71.9339 per share, held in a Charitable Remainder Annuity Trust.
• On February 3, 2026, Hilsheimer purchased 5,000 shares of Class B Common Stock at $88.181 per share, held in a Charitable Remainder Annuity Trust.
• On February 3, 2026, Hilsheimer sold 8,313 shares of Class A Common Stock at $71.65 per share.
• On February 3, 2026, Hilsheimer purchased 6,617 shares of Class B Common Stock at $86.84 per share.
• On February 4, 2026, Hilsheimer purchased 6,475 shares of Class B Common Stock at $91.2022 per share, held in a Charitable Remainder Annuity Trust.
• On February 4, 2026, Hilsheimer purchased 230 shares of Class B Common Stock at $90.57 per share.
• Following these transactions, Hilsheimer directly owns 67,505.3517 shares of Class A Common Stock and a total of 223,871 shares of Class B Common Stock (5,000 + 207,186 + 11,475 + 230).
• Hilsheimer also indirectly owns 1,236.3903 shares of Class A Common Stock through a 401(k) Plan.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral filing, primarily a disclosure of executive stock transactions, some pre-planned, with both sales and purchases, indicating personal financial management rather than a strong directional signal for the company.

Positives

• The transactions were made pursuant to a Rule 10b5-1(c) plan, which demonstrates adherence to corporate governance best practices and mitigates concerns about insider trading.
• Purchases of Class B Common Stock by a key executive could signal confidence in the company's future prospects.

Negatives

• Sales of Class A Common Stock by a key executive, even if pre-planned, could be interpreted as a reduction in direct exposure to the company's equity.

Future Outlook

This Form 4 filing does not contain any forward-looking statements or guidance regarding the company's future outlook.

Industry Context

StockSavvy.ai notes that insider transactions, especially those executed under a Rule 10b5-1 plan, are common for executives managing personal portfolios, tax strategies, and liquidity needs. Such plans are a standard mechanism to allow insiders to trade company stock without being accused of trading on material non-public information.

Comparison to Industry Standards

• The use of a Rule 10b5-1 trading plan by a senior executive like the EVP and CFO is a common and recommended corporate governance practice in the U.S. public markets. This allows insiders to pre-arrange stock transactions to avoid accusations of trading on material non-public information, aligning with best practices seen in companies across various sectors, including peers in the industrial packaging industry such as Packaging Corporation of America (PKG) or International Paper (IP), where similar plans are frequently utilized by their executives.

Corporate Governance

Related Party Transactions

• Certain transactions involving Class A and Class B Common Stock were conducted through a Charitable Remainder Annuity Trust, which is a related entity for disclosure purposes.

Stakeholder Impact

• Shareholders may view the mixed transactions (sales and purchases) as a neutral signal, particularly given the use of a Rule 10b5-1 plan which suggests pre-planned personal financial management rather than a reaction to immediate company performance.
• The purchases of Class B stock could be seen as a positive signal of confidence, while sales of Class A stock might be viewed as routine portfolio rebalancing.

Key Dates

Recommendation

The filing details routine insider transactions by a key executive, including both sales and purchases, some executed under a Rule 10b5-1 plan. This suggests personal financial management rather than a strong directional signal for the company's stock, warranting a 'hold' recommendation based solely on this disclosure.

Keywords

Greif Inc, GEF, GEF-B, Form 4, Insider Trading, Stock Transactions, Lawrence A. Hilsheimer, CFO, Executive Stock Sales, Executive Stock Purchases, 10b5-1 Plan, Charitable Remainder Annuity Trust