Form 4: Sonoco Director Acquires Phantom Stock Units

Sonoco Products Co. director Thomas E. Whiddon acquired 825.9 phantom stock units as part of a deferred compensation plan.

Summary

• Director Thomas E. Whiddon acquired 825.9 phantom stock units on December 12, 2025.
• These phantom stock units are economically equivalent to one share of Sonoco Products Company common stock each.
• The acquisition was a quarterly dividend under the company's directors' deferred compensation plan.
• The units will be settled upon Mr. Whiddon's retirement or other termination of service.
• The price of the derivative security at the time of acquisition was $41.93 per unit.
• Following this transaction, Mr. Whiddon beneficially owns a total of 66,162.7 phantom stock units.

Sentiment

Score: 6

Explanation: Neutral to slightly positive. This is a routine compensation event, not indicative of major operational changes, but shows continued director alignment with company performance through equity ownership.

Positives

• Director Thomas E. Whiddon increased his beneficial ownership in the company through the acquisition of 825.9 phantom stock units, aligning his interests with long-term shareholder value.
• The acquisition is part of a structured directors' deferred compensation plan, indicating a standard and transparent compensation mechanism.

Future Outlook

The phantom stock units acquired by Director Whiddon will be settled upon his retirement or other termination of service, indicating a long-term incentive structure designed to retain key personnel.

Management Comments

• Each share of phantom stock is the economic equivalent of one share of Sonoco Products Company common stock.
• Acquired on quarterly dividend on Sonoco Products Company's directors' deferred compensation plan and will be settled upon the reporting person's retirement or other termination of service.

Industry Context

This is a routine insider transaction related to director compensation, reflecting standard corporate governance practices for incentivizing directors through equity-linked instruments. Such practices are common across many industries, including the packaging and industrial products sector where Sonoco operates.

Comparison to Industry Standards

• The use of phantom stock units as part of a deferred compensation plan for directors is a common practice in publicly traded companies, aligning director interests with long-term shareholder value.
• Many companies in the packaging and industrial products sector, similar to Sonoco, utilize such equity-based compensation to retain and incentivize key personnel, making this transaction consistent with industry norms.

Corporate Governance

Related Party Transactions

• Acquisition of 825.9 phantom stock units by Director Thomas E. Whiddon from Sonoco Products Co. as part of the company's directors' deferred compensation plan.

Stakeholder Impact

• Shareholders: Increased alignment of director interests with shareholder value through equity ownership.
• Employees: No direct impact mentioned.
• Customers/Suppliers/Creditors: No direct impact mentioned.

Next Steps

• Settlement of phantom stock units upon Director Whiddon's retirement or termination of service.

Key Dates

Recommendation

This Form 4 reports a routine acquisition of phantom stock units by a director as part of a deferred compensation plan. It does not contain any new information regarding the company's operational performance, financial health, or strategic direction that would warrant a change in investment recommendation. It simply reflects standard corporate governance and compensation practices, reinforcing director alignment with long-term company performance.

Keywords

Sonoco Products Co, SON, Form 4, Insider Transaction, Phantom Stock Units, Director Compensation, Deferred Compensation, Equity Acquisition