Sec Form 4 Filing - Petitti Nicholas Joseph @ GREIF, INC - 2022-11-10

Insider filing report for Changes in Beneficial Ownership
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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
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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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/YY)
11/10/2022
(Street)
COLUMBUS, OH43215
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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
Class B Common Stock 11/10/2022 S( 1 ) 3,741 D $ 75.19( 2 ) 2,220,924 I See footnote( 3 )
Class B Common Stock 11/11/2022 S( 1 ) 3,473 D $ 74.89( 4 ) 2,217,451 I See footnote( 3 )
Class B Common Stock 404,463 D
Class B Common Stock 260,296 I See footnote( 5 )
Class A Common Stock 19,591 I See footnote( 5 )
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Petitti Nicholas Joseph
BAKER & HOSTETLER LLP
200 CIVIC CENTER DRIVE, SUITE 1200
COLUMBUS, OH43215
X
Signatures
/s/ Nicholas J. Petitti 11/14/2022
Signature of Reporting Person Date
/s/ Nicholas J. Petitti, Trustee 11/14/2022
Signature of Reporting Person Date
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 3,741 shares were sold at an average price of $75.19 per share. A total of 186 individual trades were executed at prices ranging from $74.00 to $76.20 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 3,473 shares were sold at an average price of $74.89 per share. A total of 202 individual trades were executed at prices ranging from $74.03 to $75.87 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.

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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