SEC FORM
4
SEC Form 4
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
|
| OMB APPROVAL |
| OMB Number: |
3235-0287 |
| Estimated average burden |
| hours per response: |
0.5 |
|
|
 |
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b). |
1. Name and Address of Reporting Person*
| C/O PACTIV EVERGREEN INC. |
| 1900 W. FIELD COURT |
(Street)
|
2. Issuer Name and Ticker or Trading Symbol
Pactiv Evergreen Inc.
[ PTVE ]
|
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
| X |
Director |
|
10% Owner |
|
Officer (give title below) |
|
Other (specify below) |
|
|
3. Date of Earliest Transaction
(Month/Day/Year)
02/28/2022
|
4. If Amendment, Date of Original Filed
(Month/Day/Year)
|
6. Individual or Joint/Group Filing (Check Applicable Line)
| X |
Form filed by One Reporting Person |
|
Form filed by More than One Reporting Person |
|
| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
|---|
| 1. Title of Security (Instr.
3)
|
2. Transaction Date
(Month/Day/Year) |
2A. Deemed Execution Date, if any
(Month/Day/Year) |
3. Transaction Code (Instr.
8)
|
4. Securities Acquired (A) or Disposed Of (D) (Instr.
3, 4 and 5)
|
5.
Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr.
3 and 4)
|
6. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
|
7. Nature of Indirect Beneficial Ownership (Instr.
4)
|
| Code |
V |
Amount |
(A) or (D) |
Price |
| Common Stock |
02/28/2022 |
|
P |
|
14,103 |
A |
$9.8036
|
90,802
|
D |
|
| Common Stock |
03/01/2022 |
|
P |
|
38,503 |
A |
$9.2511
|
129,305 |
D |
|
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
|
|---|
| 1. Title of Derivative Security (Instr.
3)
|
2. Conversion or Exercise Price of Derivative Security
|
3. Transaction Date
(Month/Day/Year) |
3A. Deemed Execution Date, if any
(Month/Day/Year) |
4. Transaction Code (Instr.
8)
|
5.
Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr.
3, 4 and 5)
|
6. Date Exercisable and Expiration Date
(Month/Day/Year) |
7. Title and Amount of Securities Underlying Derivative Security (Instr.
3 and 4)
|
8. Price of Derivative Security (Instr.
5)
|
9.
Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr.
4)
|
10. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
|
11. Nature of Indirect Beneficial Ownership (Instr.
4)
|
| Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
| Explanation of Responses: |
|
|
|
| Remarks: |
|
|
/s/ Tyler T. Rosenbaum, Assistant Secretary, by Power of Attorney |
03/02/2022 |
|
** Signature of Reporting Person |
Date |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
| * If the form is filed by more than one reporting person,
see
Instruction
4
(b)(v). |
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure. |
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |
POWER OF ATTORNEY
The undersigned, as a reporting person of Pactiv Evergreen Inc. (the "Company")
under Section 16 of the Securities Exchange Act of 1934, as amended (Section
16), hereby constitutes and appoints Michael J. Ragen, Chandra J. Mitchell,
Tyler T. Rosenbaum and Terese M. Eklund, and each of them, as the undersigned's
true and lawful attorney-in-fact to:
1. prepare, execute in the undersigned's name and on the undersigned's behalf,
and submit to the Securities and Exchange Commission (the "SEC") a Form ID,
including amendments thereto, and any other documents necessary or appropriate
to obtain EDGAR codes and passwords enabling the undersigned to make electronic
filings with the SEC of reports required by Section 16 or any rule or regulation
of the SEC;
2. complete and execute Forms 3, Forms 4 and Forms 5, and any other forms and
amendments thereto, as such attorney-in-fact shall, in his or her discretion,
determine to be required or advisable pursuant to Section 16 and the rules and
regulations of the SEC promulgated thereunder, or any successor laws and
regulations thereto, as a consequence of the undersigned's ownership,
acquisition or disposition of securities of the Company; and
3. take all actions necessary or appropriate to file such forms with the SEC,
any securities exchange or national association, the Company and any other
person or agency as the attorneys-in-fact shall deem appropriate.
The undersigned hereby ratifies and confirms all that such attorneys-in-fact and
agents do or cause to be done pursuant hereto and acknowledges that, in serving
in such capacity at the request of the undersigned, they are not assuming, nor
is the Company assuming, any of the undersigned's responsibilities to comply
with Section 16.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required by Section 16 to file forms with respect to
the undersigned?s holdings of and transactions in securities issued by the
Company, unless earlier revoked by the undersigned in a signed writing delivered
to the Company and the foregoing attorneys-in-fact. This Power of Attorney
expressly supersedes any earlier power of attorney executed by the undersigned
with respect to the undersigned's obligation to file forms pursuant to Section
16 in connection with the undersigned's holdings of and transactions in
securities issued by the Company.
IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney as of
this 2nd day of February, 2022.
JONATHAN RICH
/s/ Jonathan Rich
Jonathan Rich
