8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 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): March 8, 2023

SILGAN HOLDINGS INC.

(Exact name of Registrant as specified in its charter)

(203) 975-7110

(Registrant's telephone number, including area code)

N/A

(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 (17 CFR 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))

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

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. ☐

Section 5—Corporate Governance and Management

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

On March 8, 2023, the Board of Directors of Silgan Holdings Inc., or the Company, elected Kimberly I. Ulmer as Senior Vice President, Chief Financial Officer and Treasurer of the Company. Ms. Ulmer joined the Company in September 2004 as its Controller and most recently served as Senior Vice President, Finance and Treasurer of the Company. Ms. Ulmer succeeds Robert B. Lewis as Chief Financial Officer of the Company. Mr. Lewis had served as Chief Financial Officer of the Company since August 2004. Mr. Lewis will continue in the Executive Office of the Company, serving as Executive Vice President, Corporate Development and Administration of the Company.

Ms. Ulmer, age 54, is Senior Vice President, Chief Financial Officer and Treasurer of the Company. Ms. Ulmer was Senior Vice President, Finance and Treasurer of the Company from January 2022 until March 2023. From January 2018 through December 2021, she was Vice President, Finance and Treasurer of the Company. From March 2006 until January 2018, Ms. Ulmer was Vice President and Controller of the Company, and she was Controller of the Company from September 2004 until March 2006. From May 2003 until September 2004, Ms. Ulmer was Controller, Accounting Policies and Compliance for General Electric Vendor Financial Services, a unit of General Electric Capital Corporation. Prior to that, Ms. Ulmer was employed by Quebecor World Inc. (formerly World Color Press, Inc.) from August 1997 until April 2003, last serving as Vice President, Assistant Controller.

A copy of the Company’s press release announcing Ms. Ulmer’s election as Chief Financial Officer of the Company is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Section 9—Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

SIGNATURES

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.

Date: March 8, 2023

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SILGAN HOLDINGS ELECTS KIMBERLY I. ULMER

AS CHIEF FINANCIAL OFFICER

STAMFORD, CT, March 8, 2023 -- Silgan Holdings Inc. (NYSE:SLGN), a leading supplier of sustainable rigid packaging solutions for the world's essential consumer goods products, announced today that Kimberly I. Ulmer has been elected as Chief Financial Officer of the Company. Ms. Ulmer joined the Company in 2004 as its Controller, and, in addition to serving as CFO, she will continue as Senior Vice President and Treasurer of the Company. Robert B. Lewis, who has been CFO since 2004, will continue as a member of the Executive Office of the Company, serving as Executive Vice President, Corporate Development and Administration of the Company.

“Today’s announcement is the next step in our continued succession planning for Silgan. Kim has been an integral member of our executive team for nearly two decades, and her responsibilities have continued to expand over time based upon her deep knowledge of the intricacies of the Silgan business model, her proven technical capabilities and her outstanding performance. Kim is uniquely qualified to be Silgan’s next CFO and will be an excellent steward of our financial resources going forward,” said Adam Greenlee, President and Chief Executive Officer.

“For nearly twenty years, Bob has been, and continues to be, a vital member of the Executive Office of Silgan. His contributions to the Company as CFO have benefitted all aspects of our business, with his

SILGAN HOLDINGS

March 8, 2023

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unwavering focus, pragmatic approach and discipline demonstrating the strength of the Silgan culture. In his new role, among other responsibilities, Bob will oversee the critical functions of Corporate Development and Investor Relations,” concluded Mr. Greenlee.

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Silgan is a leading supplier of sustainable rigid packaging solutions for the world's essential consumer goods products with annual net sales of approximately $6.4 billion in 2022. Silgan operates 112 manufacturing facilities in North and South America, Europe and Asia. The Company is a leading worldwide supplier of dispensing and specialty closures for food, beverage, health care, garden, home, personal care, fragrance and beauty products. The Company is also a leading supplier of metal containers in North America and Europe for food and general line products. In addition, the Company is a leading supplier of custom containers for shelf-stable food and personal care products in North America.

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