Smurfit Westrock plc (SW) Economic Moat Analysis31

Evidence

A considerable portion of our converted product sales are made under customer contracts with terms ranging from one to three years.

Business: converted-product customer contract duration · Filed 27/02/2026

These agreements typically provide that the customer will source a specified percentage of its total product requirements from us on an

Business: specified customer sourcing requirements · Filed 27/02/2026

exclusive basis, and typically allow for raw material cost movements to be passed through to end pricing.

Business: exclusive sourcing and raw-material pass-through · Filed 27/02/2026

18 Smurfit Westrock plc Notes to Condensed Consolidated Financial Statements (Unaudited) (in millions, except per share data) Revenue Contract Balances Contract assets relate to the manufacture of certain products that have no alternative use to us, with right to payment for performance completed to date on these products, including a reasonable profit.

Revenue recognition: customized products and enforceable payment rights · Filed 31/07/2026

local markets. Most sales of converted products are made on the basis of short-term orders for specified volumes at market rates.

Business: short-term converted-product orders at market rates · Filed 27/02/2026

or for renewal of existing business with customers.

Business: discussions concerning renewal of existing customer business · Filed 27/02/2026

dominates any of those industries. As containerboard and corrugated containers products are largely standardized products,

Competition: standardized containerboard and corrugated products · Filed 27/02/2026

Our patent portfolio consists primarily of utility patents relating to our products and manufacturing operations, including proprietary automated packaging systems.

Intellectual property: utility patents and proprietary automated packaging · Filed 27/02/2026

Our patents, trademarks and other intellectual property rights, particularly those relating to our manufacturing operations, are important to our operations as a whole.

Intellectual property: issuer assessment of operational importance · Filed 27/02/2026

Our intellectual property has various expiration dates.

Intellectual property: varying expiration dates · Filed 27/02/2026

competition is primarily based on price.

Competition: primary role of price · Filed 27/02/2026

We currently operate 57 paper mills (36 of which produce containerboard only, seven of which produce paperboard only, with six producing both, five producing containerboard and another grade, one producing paperboard and another grade and two producing kraft paper only), 450 converting plants (329 of which convert containerboard into corrugated containers, 84 of which convert paperboard into consumer packaging or manufacture leaflets or labels for consumer packaging, five sack plants and 32 other conversion facilities), 70 recovered fiber facilities, two wood procurement operations in Europe (which together provide raw material for our mills in Europe), two forestry operations in Latin America, 57 distribution facilities in North America, and 30 other production facilities carrying out other related activities.

Company overview: operating mills, converting plants and other facilities · Filed 11/03/2026

Our footprint allows us to better serve customers in close proximity to our corrugated box plants.

Company overview: issuer claim concerning proximity to customers · Filed 11/03/2026

The North America, Europe, MEA & APAC and Latam segments are each highly integrated within the segment and there are many interdependencies within these operations.

Company overview: regional integration and operational interdependencies · Filed 11/03/2026

OCC supplies, from a price perspective, OCC prices are linked to official reference prices and are therefore based on market prices.

Raw-material risks: recovered-fiber reference market pricing · Filed 27/02/2026

$176 million were primarily due to economic downtime of $74 million, a $55 million impact of adverse weather, $38 million of higher

First-quarter 2026 North America: downtime, weather, freight and energy cost impacts · Filed 01/05/2026

Exhibits 45 Signatures 47 3 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This Quarterly Report on Form 10-Q includes certain “forward-looking statements” (including within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) regarding, among other things, the plans, strategies, outcomes, outlooks and prospects, both business and financial, of Smurfit Westrock, the expected benefits of the completed combination of Smurfit Kappa Group plc (re-registered as Smurfit Kappa Group Limited) (“Smurfit Kappa”) and WestRock Company (“WestRock”) (the “Combination”) (including, but not limited to, synergies, as well as our scale, geographic reach and product portfolio), our medium-term plan, demand outlook, operating environment and the impact of announced closures and additional economic downtime, and any other statements regarding Smurfit Westrock’s future expectations, beliefs, plans, objectives, results of operations, financial condition and cash flows, or future events, outlook or performance.

Forward-looking statements: expected combination benefits and synergies · Filed 31/07/2026

$487 million positive impact due to a higher selling price mix and a $452 million net positive foreign currency impact, partially offset

2025 results: positive selling-price mix and foreign currency impacts · Filed 27/02/2026

by a negative volume impact of $716 million.

2025 results: negative volume impact · Filed 27/02/2026

positive foreign currency impact that was largely offset by a negative volume impact and a lower selling price mix.

First-half 2026 sales: negative volume and lower selling-price mix · Filed 31/07/2026

and a net positive foreign currency impact of $54 million that were partially offset by a lower selling price mix impact of $67 million.

First-half 2026 Europe, MEA and APAC: lower selling-price mix impact · Filed 31/07/2026

While many of Smurfit Westrock’s customer contracts include price adjustment clauses that allow cost increases to be passed on to customers, these clauses may not in all cases be effective to offset rising costs.

Prices and costs: incomplete contractual cost recovery · Filed 31/07/2026

Additionally, for corrugated and consumer packaging products, even when Smurfit Westrock is able to implement price increases, there is typically a three- to six-month lag between raw material price hikes and the realization of higher pricing from customers.

Prices and costs: three- to six-month price realization lag · Filed 31/07/2026

In addition, many of our customer contracts include price adjustment provisions based upon published indices (including those published by Pulp and Paper Week (“PPW”)) for our products that contribute to the setting of selling prices for some of our products.

Pricing risks: customer contracts linked to published indices · Filed 27/02/2026

Excluding the impact of this acquisition, Adjusted EBITDA increased by $5 million primarily due to a higher selling price mix impact of $102 million and net positive foreign currency impact of $63 million, which were partially offset by higher costs of $150 million, mainly driven by higher energy and labor costs.

2025 Europe, MEA and APAC: acquisition-excluded price, cost and EBITDA bridge · Filed 27/02/2026

RESULTS OF OPERATIONS The following table summarizes Smurfit Westrock’s consolidated results for the periods presented ($ in millions): Three months ended June 30, Six months ended June 30, 2026 2025 2026 2025 Net sales $8,031 $7,940 $15,743 $15,596 Cost of goods sold (6,632) (6,425) (13,076) (12,504) Gross profit 1,399 1,515 2,667 3,092 Selling, general and administrative expenses (970) (963) (1,931) (1,936) Impairment and restructuring costs (119) (280) (173) (295) Transaction and integration-related expenses associated with the Combination (1) (21) (1) (57) Operating profit 309 251 562 804 Interest expense, net (179) (182) (345) (349) Pension and other postretirement non-service income, net 10 7 18 16 Other expense, net (12) (18) (23) (23) Income before income taxes 128 58 212 448 Income tax expense (40) (84) (61) (92) Net income (loss) 88 (26) 151 356 Net loss (income) attributable to noncontrolling interests 1 (2) 3 — Net income (loss) attributable to common shareholders $89 $(28) $154 $356 Results of operations for the three and six months ended June 30, 2026, compared to the three and six months ended June 30, 2025 Net Sales Net sales increased by $91 million, to $8,031 million in the three months ended June 30, 2026, from $7,940 million in the three months ended June 30, 2025.

Results of operations: second-quarter and first-half 2026 comparative results · Filed 31/07/2026

74 Smurfit Westrock plc Consolidated Statements of Cash Flows (in millions) Years ended December 31, 2025 2024 2023 Operating activities: Net income $699 $319 $826 Adjustments to reconcile consolidated net income to net cash provided by operating activities: Depreciation, depletion and amortization 2,550 1,464 580 Cash surrender value increase in excess of premiums paid (44) (17) — Impairment charges 246 24 5 Share-based compensation expense 139 206 66 Deferred income tax benefit (190) (137) (28) Pension and other postretirement funding more than cost (111) (55) (39) Other 32 28 (10) Change in operating assets and liabilities, net of acquisitions and divestitures: Accounts receivable 164 (144) 245 Inventories 35 62 220 Other assets (2) (31) 43 Accounts payable (23) (273) (260) Income taxes (71) (5) (99) Accrued liabilities and other (32) 42 10 Net cash provided by operating activities 3,392 1,483 1,559 Investing activities: Capital expenditures (2,192) (1,466) (929) Cash paid for purchase of businesses, net of cash acquired (6) (719) (29) Proceeds from corporate owned life insurance 26 5 — Proceeds from sale of property, plant and equipment 12 61 17 Other 17 5 10 Net cash used for investing activities (2,143) (2,114) (931) Financing activities: Additions to debt 1,989 5,707 88 Repayments of debt (1,841) (4,321) (136) Debt issuance costs (20) (63) — Changes in commercial paper, net (391) 1 — Other debt (repayments) additions, net (18) 2 (4) Repayments of finance lease liabilities (43) (22) (3) Tax paid in connection with shares withheld from employees (69) (26) — Purchases of treasury stock — (27) (30) Cash dividends paid to shareholders (900) (650) (391) Other (5) 6 (3) Net cash (used for) provided by financing activities (1,298) 607 (479) Effect of exchange rate changes on cash and cash equivalents 86 (121) 10 Increase (decrease) in cash and cash equivalents 37 (145) 159 Cash and cash equivalents at January 1 855 1,000 841 Cash and cash equivalents at December 31 $892 $855 $1,000 The accompanying notes are an integral part of these Consolidated Financial Statements.

Consolidated cash flows: operating cash, investment, financing and distributions · Filed 27/02/2026

7 Smurfit Westrock plc Condensed Consolidated Balance Sheets (Unaudited) (in millions, except share and per share data) June 30, 2026 December 31, 2025 Assets Current assets: Cash and cash equivalents (amounts related to consolidated variable interest entities of $1 million and $3 million at June 30, 2026 and December 31, 2025, respectively) $677 $892 Accounts receivable, net (amounts related to consolidated variable interest entities of $860 million and $876 million at June 30, 2026 and December 31, 2025, respectively) 4,922 4,268 Inventories 3,612 3,693 Other current assets 1,607 1,586 Total current assets 10,818 10,439 Property, plant and equipment, net 22,672 23,232 Goodwill 7,175 7,218 Intangibles, net 1,021 1,059 Prepaid pension asset 677 616 Other non-current assets (amounts related to consolidated variable interest entities of $394 million and $393 million at June 30, 2026 and December 31, 2025, respectively) 2,838 2,593 Total assets $45,201 $45,157 Liabilities and Equity Current liabilities: Accounts payable $3,467 $3,597 Accrued expenses 651 601 Accrued compensation and benefits 820 997 Current portion of debt 931 346 Other current liabilities 1,607 1,523 Total current liabilities 7,476 7,064 Non-current debt due after one year (amounts related to consolidated variable interest entities of $366 million and $376 million at June 30, 2026 and December 31, 2025, respectively) 13,233 13,427 Deferred tax liabilities 3,365 3,297 Pension liabilities and other postretirement benefits, net of current portion 672 697 Other non-current liabilities (amounts related to consolidated variable interest entities of $336 million and $335 million at June 30, 2026 and December 31, 2025, respectively) 2,395 2,318 Total liabilities 27,141 26,803 Commitments and Contingencies (Note 14) Equity: Preferred stock, $0.001 par value; 500,000,000 shares authorized; 10,000 shares outstanding — — Common stock, $0.001 par value; 9,500,000,000 shares authorized; 524,522,908 and 522,310,486 shares outstanding at June 30, 2026 and December 31, 2025, respectively 1 1 Treasury stock, at cost; 706,129 and 1,449,320 common stock at June 30, 2026, and December 31, 2025, respectively (34) (64) Capital in excess of par value 16,125 16,083 Accumulated other comprehensive loss (299) (348) Retained earnings 2,243 2,655 Total shareholders’ equity 18,036 18,327 Noncontrolling interests 24 27 Total equity 18,060 18,354 Total liabilities and equity $45,201 $45,157 The accompanying notes are an integral part of these Unaudited Condensed Consolidated Financial Statements.

June 2026 balance sheet: cash, indebtedness and outstanding shares · Filed 31/07/2026

In 2025, the target grant date fair value of our NEOs’ long-term equity incentive awards was allocated 75% to PSUs (which vest following the competition of a three-year performance period based on the achievement of pre-determined performance goals and continued service) and 25% to service-based RSUs (which vest in substantially equal installments over three years, subject to continued service).

Executive compensation: actual 2025 PSU and RSU award allocation · Filed 11/03/2026

PSUs vest (i) with respect to PSU granted in August 2024, subject to achievement of performance goals based on the Company’s relative TSR over a performance period commencing on and including July 8, 2024, and ending December 31, 2026, or (ii) with respect to PSUs granted in March 2025, subject to achievement of rTSR (40%), adjusted cumulative EPS (30%) and average ROCE (30%) performance goals over a performance period commencing on and including January 1, 2025, and ending on December 31, 2027, and in each case generally subject to the NEOs continued service through the date that the Compensation Committee certifies the extent to which the applicable performance goals have been met.

Executive compensation: granted PSU performance metrics and vesting periods · Filed 11/03/2026

​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pay for Performance ​ Comprehensive Process and Shareholder INPUT ​ Strong Compensation- Related Governance Practices ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ What We Do ​ ​ ​ We emphasize pay-for-performance over both annual and multi-year performance periods and have comprehensive disclosure of applicable goals and outcomes following the performance periods ​ ​ We require that a significant portion of our executive officers’ annual direct compensation be at-risk based on performance; with more than 80% (on average) of our named executive officers’ compensation at-risk in 2025 ​ ​ Our Compensation Committee engages an independent compensation consultant ​ ​ We regularly engage with our shareholders and conduct an annual say-on-pay vote ​ ​ We maintain robust share ownership guidelines, requiring 8x base salary for our CEO, 4x for our CFO, and 3x for other executives to ensure strong governance and long-term shareholder alignment ​ ​ We maintain a clawback policy that is consistent with SEC and NYSE requirements and a secondary broader policy that provides for recovery of cash and equity incentive compensation (including time- and performance-based compensation) received by current and former executives and certain other employees following misconduct and other problematic decisions or actions ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ What We Do Not Do ​ ​ ​ We do not provide excessive perquisites ​ ​ We do not provide excise tax gross-ups for any payments in connection with a change in control ​ ​ We do not provide “single-trigger” change in control benefits ​ ​ We do not pay dividends on unvested or unearned equity awards ​ ​ We do not backdate stock option grants or reprice underwater stock options without shareholder approval ​ ​ We do not engage in excessive risk-taking ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 52 2026 PROXY STATEMENT ​ Table of Contents Executive Compensation ​ Components of Executive Compensation Program This section provides greater detail on the components of our 2025 executive compensation program and outcomes for the fiscal year.

Executive compensation: at-risk pay, ownership guidelines and clawback policies · Filed 11/03/2026

The Chair of the Board is independent.

Corporate governance: independent board chair · Filed 11/03/2026

Key Board committees (Audit, Compensation, Nomination, Finance and Sustainability) are comprised entirely of independent directors.

Corporate governance: independent key board committees · Filed 11/03/2026

Related Person Transactions Related Person Transactions Policy Our Board adopted a written policy (the “Related Person Transaction Policy”) regarding the review, approval or disapproval by our Audit Committee of transactions between us or any of our subsidiaries and any related person (defined to include our executive officers, directors or director nominees, any shareholder beneficially owning in excess of 5% of ordinary shares, and any immediate family member of any of the foregoing persons or any firm, corporation or other entity in which any of the foregoing persons is employed or is a general partner or principal or in a similar position or in which such person has a 10% or greater beneficial ownership interest) in which the amount involved since the beginning of our last completed fiscal year will or may be expected to exceed $120,000 and in which one or more of such related persons has a direct or indirect material interest.

Corporate governance: adopted related-person transaction policy · Filed 11/03/2026

This material weakness was the result of: •A lack of formalization of an existing control process for documenting evidence of management review and performance of control procedures, including the level of precision in the execution of controls and procedures to ascertain completeness and accuracy of information produced by the Company.

Controls and procedures: disclosed material-weakness causes · Filed 27/02/2026

Remediation Plan In response to the material weakness, we designed and implemented remediation measures whereby we: •designed and implemented policies and guidance related to the operation of controls; complemented by training of control operators, with a specific focus on the priority areas documented in the remediation plan; •developed appropriate controls over the review of manual journal entries - automated approval workflows for manual journal entries were implemented at relevant material locations, as well as an additional risk-based interim manual control; and •enhanced and expanded the general IT processes and controls across the organization which included strengthening user and privileged access controls as well as change management controls.

Controls and procedures: implemented remediation measures · Filed 27/02/2026

Publication history

Sources

• filing-1 · Filed 27/02/2026
• filing-2 · Filed 31/07/2026
• filing-3 · Filed 11/03/2026
• filing-4 · Filed 07/03/2025
• filing-5 · Filed 01/05/2026