Sealed Air Corp DEFA14A Filing

TL;DR

Sealed Air (SEE) filed its proxy statement. Expect shareholder votes soon.

AI Summary

Sealed Air Corp/DE filed a DEFA14A on November 17, 2025, reporting on events as of November 16, 2025. The filing is a definitive proxy statement, indicating it relates to a shareholder meeting or vote. The company, incorporated in Delaware with its principal executive offices in Charlotte, NC, is involved in Plastic Material, Synthetic Resin, and Rubber manufacturing.

Why It Matters

This filing is a proxy statement, which typically details important corporate actions, executive compensation, or shareholder proposals that require a vote, providing insight into the company's governance and strategic direction.

Risk Assessment

Risk Level: low — A DEFA14A filing is a standard regulatory document and does not inherently indicate increased risk.

Key Players & Entities

• SEALED AIR CORP/DE (company) — Filer
• Delaware (jurisdiction) — State of Incorporation
• Charlotte, North Carolina (location) — Principal Executive Offices
• November 17, 2025 (date) — Filing Date
• November 16, 2025 (date) — Date of Earliest Event Reported

FAQ

From the Filing

0001193125-25-283985.txt : 20251117 0001193125-25-283985.hdr.sgml : 20251117 20251117082050 ACCESSION NUMBER: 0001193125-25-283985 CONFORMED SUBMISSION TYPE: DEFA14A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20251117 DATE AS OF CHANGE: 20251117 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SEALED AIR CORP/DE CENTRAL INDEX KEY: 0001012100 STANDARD INDUSTRIAL CLASSIFICATION: PLASTIC MATERIAL, SYNTH RESIN/RUBBER, CELLULOS (NO GLASS) [2820] ORGANIZATION NAME: 08 Industrial Applications and Services EIN: 650654331 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 001-12139 FILM NUMBER: 251489422 BUSINESS ADDRESS: STREET 1: 2415 CASCADE POINTE BOULEVARD CITY: CHARLOTTE STATE: NC ZIP: 28208 BUSINESS PHONE: 980-221-3235 MAIL ADDRESS: STREET 1: 2415 CASCADE POINTE BOULEVARD CITY: CHARLOTTE STATE: NC ZIP: 28208 FORMER COMPANY: FORMER CONFORMED NAME: WR GRACE & CO/DE DATE OF NAME CHANGE: 19961015 FORMER COMPANY: FORMER CONFORMED NAME: GRACE HOLDING INC DATE OF NAME CHANGE: 19960805 DEFA14A 1 d944036ddefa14a.htm DEFA14A DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 16, 2025 SEALED AIR CORPORATION (Exact name of registrant as specified in its charter) Delaware 1-12139 65-0654331 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification Number) 2415 Cascade Pointe Boulevard Charlotte, North Carolina 28208 (Address of principal executive offices, including Zip Code) Registrant’s telephone number, including area code: (980)-221-3235 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☒ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, $0.10 par value per share SEE New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Item 1.01. Entry into Material Definitive Agreement. Agreement and Plan of Merger On November 16, 2025, Sealed Air Corporation, a Delaware corporation (the “Company”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Sword Purchaser, LLC, a Delaware limited liability company (“Parent”) that is affiliated with Clayton, Dubilier & Rice, LLC (“CD&R”), and Sword Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), pursuant to which, subject to the satisfaction or waiver of the conditions set forth therein, Merger Sub will be merged with and into the Company (the “Merger”), with the Company surviving the Merger as a wholly owned subsidiary of Parent. Pursuant to the terms of the Merger Agreement, at the effective time of the Merger (the “Effective Time