SEC FORM 3

SEC FORM 3 SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Maile Erin

(Last)

(First)

(Middle)

9335 HARRIS CORNERS PARKWAY

SUITE 300

(Street)

CHARLOTTE

28269

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/02/2026

3. Issuer Name and Ticker or Trading Symbol
Magnera Corp [ MAGN ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	EVP, CAO

5. If Amendment, Date of Original Filed (Month/Day/Year)

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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, Par Value $.01	2,231	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Restricted Stock Units	⁽¹⁾	⁽¹⁾	Common Stock, Par Value $.01	236	⁽²⁾	D
Restricted Stock Units	⁽³⁾	⁽³⁾	Common Stock, Par Value $.01	8	⁽²⁾	D
Restricted Stock Units	⁽⁴⁾	⁽⁴⁾	Common Stock, Par Value $.01	191	⁽²⁾	D
Restricted Stock Units	⁽⁵⁾	⁽⁵⁾	Common Stock, Par Value $.01	378	⁽²⁾	D
Restricted Stock Units	⁽⁶⁾	⁽⁶⁾	Common Stock, Par Value $.01	7	⁽²⁾	D
Restricted Stock Units	⁽⁷⁾	⁽⁷⁾	Common Stock, Par Value $.01	282	⁽²⁾	D
Restricted Stock Units	⁽⁸⁾	⁽⁸⁾	Common Stock, Par Value $.01	594	⁽²⁾	D
Restricted Stock Units	⁽⁹⁾	⁽⁹⁾	Common Stock, Par Value $.01	2,857	⁽²⁾	D

Explanation of Responses:

1. Represents unvested RSUs awarded to the reporting person by Berry Global in 2022 that were converted to Magnera RSUs per the terms of the Transaction. 233 shares vested on 11/25/2024 and 233 shares vested on 11/25/2025. 236 shares are scheduled to vest on 11/25/2026.

2. Not applicable to this transaction. RSUs have no value until all restrictions lapse on the final vesting date.

3. Represents unvested Dividend Equivalent Rights accumulated on the Berry Global 2022 RSU award that were converted to Magnera RSUs per the terms of the Transaction. 6 shares vested on 11/25/2024 and 6 shares vested on 11/25/2025. 8 shares are scheduled to vest on 11/25/2026.

4. Represents unvested Non-Qualified Stock Options awarded to the reporting person by Berry Global in 2022 that were converted to Magnera RSUs per the terms of the Transaction. 188 shares vested on 11/25/2024 and 188 shares vested on 11/25/2025. 191 shares are scheduled to vest on 11/25/2026.

5. Represents unvested RSUs awarded to the reporting person by Berry Global in 2023 that were converted to Magnera RSUs per the terms of the Transaction. 189 shares vested on 11/20/2024 and 189 shares vested on 11/20/2025. 189 shares are scheduled to vest each on 11/20/2026 and 11/20/2027.

6. Represents unvested Dividend Equivalent Rights accumulated on the Berry Global 2023 RSU award that were converted to Magnera RSUs per the terms of the Transaction. 2 shares vested on 11/20/2024 and 2 shares vested on 11/20/2025. 2 shares are scheduled to vest on 11/20/2026 and 5 shares are scheduled to vest on 11/20/2027.

7. Represents unvested Non-Qualified Stock Options awarded to the reporting person by Berry Global in 2023 that were converted to Magnera RSUs per the terms of the Transaction. 140 shares vested on 11/20/2024 and 140 shares vested on 11/20/2025. 140 shares are scheduled to vest on 11/20/2026 and 142 shares are scheduled to vest on 11/20/2027.

8. Represents the FY2025 Annual RSU grant. 296 shares vested on 11/4/2025. 297 shares are scheduled to vest on each of 11/4/2026 and 11/4/2027.

9. Represents the FY2026 Annual RSU grant, which vests one-third 11/14/2026, one-third 11/14/2027 and one-third 11/14/2028. This grant vests in full, and all restrictions lapse, three years from the Grant Date.

Remarks:

On November 4, 2024, the Issuer completed its merger (the "Transaction") with a wholly owned subsidiary of Berry Global Group, Inc. (''Berry Global''). In connection with the Transaction, unvested equity awards held by transferring Berry Global employees were cancelled and replaced with Magnera RSUs pursuant to the terms of the Employee Matters Agreement.

	/s/ Laura A. Jones, Attorney-in-fact	02/03/2026
	** Signature of Reporting Person	Date
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 5 (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 Number.

New insider Maile Erin claimed ownership of 2,231 shares (SEC Form 3)