Director Butier Mitchell R exercised 19,026 shares at a strike of $194.78 and covered exercise/tax liability with 11,210 shares, increasing direct ownership by 3% to 311,147 units (SEC Form 4)
$AVY
Containers/Packaging
Consumer Discretionary
| 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). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Avery Dennison Corp [ AVY ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 03/01/2026 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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 | 03/01/2026 | M | 5,079 | A | $194.78 | 308,410 | D | |||
| Common Stock | 03/01/2026 | F | 3,029 | D | $194.78 | 305,381 | D | |||
| Common Stock | 03/01/2026 | M | 4,302 | A | $194.78 | 309,683 | D | |||
| Common Stock | 03/01/2026 | F | 2,524 | D | $194.78 | 307,159 | D | |||
| Common Stock | 03/01/2026 | M | 9,645 | A | $194.78 | 316,804 | D | |||
| Common Stock | 03/01/2026 | F | 5,657 | D | $194.78 | 311,147 | D | |||
| Common Stock (Savings Plan) | 4,312.4948 | I | Savings Plan | |||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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 | ||||||||
| 2022 MSU Award | $0 | 03/01/2026 | M | 5,079 | 03/01/2023(1) | 03/01/2026 | Common Stock | 5,079 | $0 | 0 | D | ||||
| 2023 MSU Award | $0 | 03/01/2026 | M | 4,302 | 03/01/2024(2) | 03/01/2027 | Common Stock | 4,302 | $0 | 3,092 | D | ||||
| 2023 PU Award | $0 | 03/01/2026 | M | 9,645 | 03/01/2026(3) | 03/01/2026 | Common Stock | 9,645 | $0 | 0 | D | ||||
| Explanation of Responses: |
| 1. Shares reflect the vesting of the fourth tranche of MSUs granted in February 2022 that remained eligible to vest after the reporting person's transition to non-executive status in April 2025, at 92% of target based on our absolute total stockholder return in excess of 10% during the 2022-2025 performance period, plus dividend equivalents accrued during the period. |
| 2. Shares reflect the vesting of the third tranche of MSUs granted in March 2023 that remained eligible to vest after the reporting person's transition to non-executive status in April 2025, at 96% of target based on our absolute total stockholder return during the 2023-2025 performance period, plus dividend equivalents accrued during the period. |
| 3. Shares reflect the vesting of PUs granted in March 2023 that remained eligible to vest after the reporting person's transition to non-executive status in April 2025, at 56% of target, based 50% on our cumulative economic value added of 0% of target and 50% on our relative total stockholder return of 112% of target. |
| /s/ Vikas Arora attorney-in-fact for Mitchell R Butier | 03/03/2026 | |
| ** 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. | ||