01—Abstract
Summary
Summary of the 8-K filed February 27, 2026. Cited figures are marked; the original filing is the authoritative source.
Smurfit Westrock plc (SW) filed a Form 8-K dated February 27, 2026, under Item 5.02 (Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers).
The filing reports that directors Terrell K. Crews and Lourdes Melgar notified the company on February 25, 2026, that they will step down from the Board effective at the conclusion of the 2026 Annual General Meeting of Shareholders, currently scheduled for May 1, 2026. Upon their departure, the size of the Board will be reduced to 12 directors.
The filing states that neither resignation was related to any disagreement with the company or to any matters concerning its operations, policies, or practices. The departures also affect committee roles. Crews will step down as Chair of the Audit Committee and as a member of the Finance Committee, and Melgar will step down as a member of the Audit and Sustainability Committees.
Carole L. Brown will succeed Crews as Chair of the Audit Committee effective at the same time, and the company states that appropriate succession arrangements will be implemented within the relevant Board Committees. For investors, the filing is a board-composition and governance update rather than a financial disclosure.
It contains no financial results or figures. The most notable items are the Audit Committee chair transition and the reduction of the Board to 12 directors, both taking effect at the 2026 AGM. The filing was signed by Ken Bowles, Executive Vice President & Group Chief Financial Officer.
02—Key points
Key Highlights
- Directors Terrell K. Crews and Lourdes Melgar will step down from the Board effective at the conclusion of the 2026 Annual General Meeting, scheduled for May 1, 2026.
- The Board size will decrease to 12 directors upon their departure.
- Terrell K. Crews will step down as Chair of the Audit Committee and as a member of the Finance Committee.
- Carole L. Brown will succeed Crews as Chair of the Audit Committee, effective at the time of the board retirements.
- Lourdes Melgar will step down as a member of the Audit and Sustainability Committees.
- The company states that neither director's resignation involved any disagreement with the company or any matters relating to its operations, policies, or practices.
- The directors notified the company on February 25, 2026, and the 8-K is dated February 27, 2026.
03—Questions
Frequently Asked Questions
Why are Terrell K. Crews and Lourdes Melgar leaving the Board?
The filing does not state a specific reason. It says that neither director's decision to resign was related to any disagreement with the company or to any matters relating to its operations, policies, or practices. The Board and the company thanked both directors for their service during the period following the combination of Smurfit Kappa Group plc and WestRock Company.
When will the departures take effect?
The departures take effect at the conclusion of the company's 2026 Annual General Meeting of Shareholders, which is currently scheduled for May 1, 2026.
Who will chair the Audit Committee after Terrell K. Crews leaves?
Carole L. Brown will succeed Crews as Chair of the Audit Committee, effective at the same time Crews's board retirement takes effect.
How will the Board's size change?
At the time of the departures, the size of the Board will be decreased to 12 directors.
Does this filing include any financial results?
No. The filing is limited to Item 5.02 governance and board-composition information and does not contain financial results or financial figures.
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