FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Petitti Nicholas Joseph
2. Issuer Name and Ticker or Trading Symbol

GREIF, INC [ GEF, GEFB ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                    __X__ 10% Owner
_____ Officer (give title below)    _____ Other (specify below)
(Last)          (First)          (Middle)

BAKER & HOSTETLER LLP, 200 CIVIC CENTER DRIVE, SUITE 1200
3. Date of Earliest Transaction (MM/DD/YYYY)

11/4/2022
(Street)

COLUMBUS, OH 43215
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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
Class B Common Stock 11/4/2022  S(1)  3976 D$72.74 (2)2236001 I See footnote (3)
Class B Common Stock 11/7/2022  S(1)  3843 D$73.97 (4)2232158 I See footnote (3)
Class B Common Stock         404463 D  
Class B Common Stock         260296 I See footnote (5)
Class A Common Stock         19591 I See footnote (5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date7. 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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares

Explanation of Responses:
(1) The sales reported in this Form 4 were made pursuant to a Rule 10b5-1(c)(1) sales plan adopted by the reporting person on July 7, 2022. The primary purpose of these sales is to provide liquidity for the payment of estate taxes in connection with the estate of Judith D. Hook.
(2) A total of 3,976 shares were sold at an average price of $72.74 per share. A total of 179 individual trades were executed at prices ranging from $70.95 to $73.67 per share.
(3) These shares are owned directly by the 2021 Amended and Restated Revocable (now Irrevocable) Trust Created by Judith D. Hook (the "JDH 2021 Trust"), a ten percent owner of the Issuer, and indirectly by Nicholas J. Petitti as successor trustee of the JDH 2021 Trust.
(4) A total of 3,843 shares were sold at an average price of $73.97 per share. A total of 185 individual trades were executed at prices ranging from $73.11 per share to $74.76 per share.
(5) The shares are owned directly by irrevocable or family trusts created by Ms. Hook and indirectly by Mr. Petitti as trustee or successor trustee.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Petitti Nicholas Joseph
BAKER & HOSTETLER LLP
200 CIVIC CENTER DRIVE, SUITE 1200
COLUMBUS, OH 43215

X


Signatures
/s/ Nicholas J. Petitti11/8/2022
**Signature of Reporting PersonDate

/s/ Nicholas J. Petitti, Trustee11/8/2022
**Signature of Reporting PersonDate


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 control number.
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