Sealed Air (SEE) Proxy Filing summary

Executive summary

• A merger agreement was entered into on November 16, 2025, with Sword Purchaser, LLC and Sword Merger Sub, Inc., making the company a wholly owned subsidiary upon completion.

• The merger is subject to shareholder approval and regulatory conditions, with a special meeting to be held for voting.

• Forward-looking statements highlight risks such as regulatory approvals, shareholder approval, litigation, and potential impacts on business relationships and stock price.

Voting matters and shareholder proposals

• Shareholders will vote on the proposed merger transaction at a special meeting.

• The proxy statement will provide detailed information about the transaction and related risks.

Board of directors and corporate governance

• The board and its People & Compensation Committee approved accelerated compensation actions for certain executive officers in connection with the merger.