cck-20250612

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): June 12, 2025

CROWN HOLDINGS, INC.

(Exact name of Registrant as specified in its charter)

Pennsylvania

001-41550

75-3099507

(State or Other Jurisdiction of
Incorporation or Organization)

(Commission
File Number)

(I.R.S. Employer
Identification No.)

14025 Riveredge Dr, Suite 300

Tampa, Florida 33637

(215) 698-5100

(Address, Including Zip Code, and Telephone Number, Including Area Code, of Registrant's Principal Executive Offices)

Not Applicable

(Former name or former address, if changed since last report)

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 (17CFR 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))

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. ☐


Title of each class	Trading Symbols	Name of each exchange on which registered
Common Stock $5.00 Par Value	CCK	New York Stock Exchange
7 3/8% Debentures Due 2026	CCK26	New York Stock Exchange
7 1/2% Debentures Due 2096	CCK96	New York Stock Exchange

TABLE OF CONTENTS

Item 5.02. DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS: COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS

Item 9.01. FINANCIAL STATEMENTS AND EXHIBITS

SIGNATURE

INDEX TO EXHIBITS

EX 99-1 PRESS RELEASE – CROWN HOLDINGS ANNOUNCES EXECUTIVE LEADERSHIP TRANSITION

EX 99-2 PRESS RELEASE – CROWN HOLDINGS, INC. ANNOUNCES GARY GAVIN AS PRESIDENT OF THE AMERICAS DIVISION

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

On June 16, 2025, Crown Holdings, Inc. issued a press release announcing that Djalma Novaes, Jr., age 64, current President of the Company’s Americas Division, will be promoted to Executive Vice President and Chief Operating Officer, effective July 1, 2025 and Gerard Gifford, who has served as Executive Vice President and Chief Operating Officer since 2017 will transition to the role of Executive Vice President and Chief Administrative Officer. Mr. Gifford will serve in this capacity until his planned retirement in early 2026.

There are no arrangements or understandings between Mr. Novaes and any other person pursuant to which he was selected as Executive Vice President and Chief Operating Officer. Mr. Novaes does not have any familial relationship with any director or other executive officer of the Company or any person nominated or chosen by the Company to become a director or executive officer, and there are no transactions in which Mr. Novaes has an interest requiring disclosure under Item 404(a) of Regulation S-K.

The Company also announced that Gary Gavin, currently President of the Company’s North American Beverage can business will be promoted to President of the Crown Americas Division, effective July 1, 2025.

Item 9.01. Financial Statements and Exhibits

The following is furnished as an exhibit to this report.

99-1 Press release, dated June 16, 2025, issued by Crown Holdings, Inc.

99-2 Press release, dated June 16, 2025, issued by Crown Holdings, Inc.

104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


			CROWN HOLDINGS, INC.





			By:			/s/ Christy L. Kalaus
						Christy L. Kalaus
						Vice President and Corporate Controller

Dated: June 16, 2025


News Release Corporate Headquarters 14025 Riveredge Drive, Suite 300 Tampa, FL 33637

CROWN HOLDINGS ANNOUNCES EXECUTIVE LEADERSHIP TRANSITION

Tampa, FL – June 16, 2025. Crown Holdings, Inc. (NYSE: CCK) announced today that Djalma Novaes, Jr., currently President of the Company’s Americas Division, will be promoted to Executive Vice President and Chief Operating Officer, effective July 1, 2025. In his new role, Mr. Novaes will oversee the Company’s Americas and European Divisions. He will also assume responsibility for Global Sourcing and the Company’s can manufacturing equipment business, CMB Engineering.

On the same date, Gerard Gifford, who has served as Executive Vice President and Chief Operating Officer since 2017 and has been with the Company since 1983, will transition to the role of Executive Vice President and Chief Administrative Officer. He will serve in this capacity until his planned retirement in early 2026.

Mr. Novaes joined Crown in 1998 and has led the Americas Division, the Company’s largest business unit, since 2015. Prior to this role, he served as President of Crown’s operations in Brazil and as Vice President of Operations for the North American Beverage can business, among other key leadership positions of increasing responsibility. He holds a Bachelor of Science in Mechanical Engineering from Pontifícia Universidade Católica do Rio de Janeiro and an MBA from Fundação Getúlio Vargas in São Paulo.

Commenting on the promotion, Timothy J. Donahue, Chairman, President and Chief Executive Officer, stated: “Under Djalma’s leadership, in addition to more than doubling segment income, the Company has strengthened its competitive position across each market it serves in the Americas. Djalma’s strategic vision, coupled with his deep operational and commercial expertise, makes him well-suited to take on this expanded leadership role.”

Mr. Donahue continued: “I would like to extend my heartfelt thanks to Jerry for his many years of outstanding contributions to the Company’s success. His unwavering commitment to customer satisfaction, operational excellence, and talent for building strong teams has been instrumental in driving exceptional results. Prior to his current role, he served as President of our European Division and previously led our North American Beverage can business in addition to several previous senior operational positions. On a personal note, it has been a privilege to work alongside Jerry. We are deeply grateful for the lasting positive impacts Jerry has made to the

Company and wish him all the best in his well-earned retirement.”

About Crown Holdings, Inc.

Crown Holdings, Inc., through its subsidiaries, is a leading global supplier of rigid packaging products to consumer marketing companies, as well as transit and protective packaging products, equipment and services to a broad range of end markets. World headquarters are located in Tampa, Florida. For more information, visit www.crowncork.com.

For more information, contact:

Thomas T. Fischer, Vice President, Investor Relations and Corporate Affairs, (215) 552-3720


News Release Corporate Headquarters 14025 Riveredge Drive, Suite 300 Tampa, FL 33637

CROWN HOLDINGS, INC. ANNOUNCES

GARY GAVIN AS PRESIDENT OF THE AMERICAS DIVISION

Tampa, FL – June 16, 2025. Crown Holdings, Inc. (NYSE: CCK) announced today that Gary Gavin, currently President of the Company’s North American Beverage can business will be promoted to President of the Crown Americas Division, effective July 1, 2025. Mr. Gavin will report to Djalma Novaes, Jr., Executive Vice President and Chief Operating Officer, and will continue to be based in Tampa.

In his new role, Mr. Gavin will oversee Crown’s beverage can operations in Brazil, Colombia, Mexico, and North America, as well as its North American tinplate businesses, including food and aerosol cans and metal closures.

Mr. Gavin joined Crown in January 2023 following a 29-year tenure at International Paper Company (IP), where he held progressively senior roles across sales, operations, and general management. At IP, he most recently served as Vice President & General Manager of the North American Container Division, overseeing full P&L responsibility for 56 manufacturing facilities. He holds a Bachelor of Science Degree in Chemistry from John Carroll University and a Master of Business Administration from Carnegie Mellon University.

Under his recent leadership, Crown’s North American beverage can business has undergone a period of significant capacity expansion, resulting in strong sales and income growth. His customer-centric approach, operational expertise, and ability to build high-performing teams have been instrumental in achieving industry-leading results.

Commenting on the promotion, Djalma Novaes, Jr., Crown Executive Vice President and Chief Operating Officer, stated: “Gary is an accomplished senior executive in the packaging industry with extensive operational and commercial experience in global markets. His deep expertise and empowering leadership make him well-suited to lead Crown’s Americas Division and drive continued success across our Americas beverage and tinplate businesses.”

About Crown Holdings, Inc.

For more information, contact:

Thomas T. Fischer, Vice President, Investor Relations and Corporate Affairs, (215) 552-3720