Amcor (AMCR) Form 4 Amcor / Michael Casamento ownership change

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

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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^*

Casamento Michael

(Last) (First) (Middle)

83 TOWER ROAD NORTH

(Street)

WARMLEY, BRISTOL X0 BS30 8XP

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Amcor plc [ AMCR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
EXECUTIVE VP, FINANCE & CFO

3. Date of Earliest Transaction (Month/Day/Year)
08/24/2023

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
Ordinary Shares	08/24/2023		M		79,064(1)	A	(2)	512,449	D
Ordinary Shares	08/24/2023		M		60,084	A	(2)	572,533	D
Ordinary Shares	08/24/2023		F		3,185(3)	D	$0	569,348	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
Employee Stock Options	$11.21	08/24/2023		A		174,557(4)		08/28/2023	10/31/2026	Ordinary Shares	174,557	$0	174,557	D
Restricted Stock Units	(2)	08/24/2023		M			60,084	(5)	(5)	Ordinary Shares	60,084	$0	0	D
Restricted Stock Units	(2)	08/24/2023		A		4,213		09/01/2025	09/01/2025	Ordinary Shares	4,213	$0	0	D

Explanation of Responses:

1. Settlement of performance rights that were granted on September 15, 2020 under the 2020-2021 Long Term Incentive Plan. 79,064 of the 189,600 performance rights vested based on achievement of the performance conditions and the remaining performance rights were forfeited.

2. Each restricted stock unit represents a contingent right to receive one ordinary share of Amcor upon vesting of the restricted stock units.

3. 3,185 shares were withheld for tax withholding arising from the recent equity incentive plan vesting resulting in 56,899 shares.

4. Vesting of the Employee Stock Options that were granted September 15, 2020 under the 2020-2021 Long Term Incentive Plan. 174,557 of the 418,600 Employee Stock Options vested and the remaining Employee Stock Options were forfeited. The Employee Stock Options remain subject to a share price condition whereby the share price must exceed the exercise price for the Employee Stock Option to be exercisable.

5. The restricted stock units were granted on September 15, 2021 and vest August 28, 2023.

	/s/ Damien Clayton, Attorney-in-Fact	08/28/2023
	** 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).
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