Avery Dennison Corp — Director's Dealing 2023

Mar 3, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Avery Dennison Corp (AVY)
CIK: 0000008818
Period of Report: 2023-03-01

Reporting Person: Baker-Nel Deena (SVP & Chief HR Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-03-01	Common Stock	M	2864	$182.27	Acquired	6979	Direct
2023-03-01	Common Stock	F	1421	$182.27	Disposed	5558	Direct
2023-03-01	Common Stock	M	711	$182.27	Acquired	6269	Direct
2023-03-01	Common Stock	F	391	$182.27	Disposed	5878	Direct
2023-03-01	Common Stock	M	706	$182.27	Acquired	6584	Direct
2023-03-01	Common Stock	F	388	$182.27	Disposed	6196	Direct
2023-03-01	Common Stock	M	345	$182.27	Acquired	6541	Direct
2023-03-01	Common Stock	F	115	$182.27	Disposed	6426	Direct
2023-03-01	Common Stock	M	401	$182.27	Acquired	6827	Direct
2023-03-01	Common Stock	F	129	$182.27	Disposed	6698	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-03-01	2023 MSU Award	$0	A	1426	Acquired	2027-03-01	Common Stock (1426)	Direct
2023-03-01	2023 PU Award	$0	A	1471	Acquired	2026-03-01	Common Stock (1471)	Direct
2023-03-01	2023 Special RSU Award	$0	A	3292	Acquired	2025-04-01	Common Stock (3292)	Direct
2023-03-01	2020 PU Award	$0	M	2864	Disposed	2023-03-01	Common Stock (2864)	Direct
2023-03-01	2019 MSU Award	$0	M	711	Disposed	2023-03-01	Common Stock (711)	Direct
2023-03-01	2020 MSU Award	$0	M	706	Disposed	2024-03-01	Common Stock (706)	Direct
2023-03-01	2021 MSU Award	$0	M	345	Disposed	2025-03-01	Common Stock (345)	Direct
2023-03-01	2022 MSU Award	$0	M	401	Disposed	2026-03-01	Common Stock (401)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock (Savings Plan)	1307.6796	Indirect

Footnotes

F1: Shares reflect the vesting of performance units granted in February 2020 at 200% of target, 50% based on our cumulative economic value added and 50% on our relative total stockholder return.

F2: Shares reflect the vesting of the fourth tranche of market-leveraged stock units granted in February 2019 at 200% of target based on our absolute total stockholder return in excess of 10% during the 2019-2022 performance period, plus dividend equivalents accrued during the period.

F3: Shares reflect the vesting of the third tranche of market-leveraged stock units granted in February 2020 at 164% of target based on our absolute total stockholder return in excess of 10% during the 2020-2022 performance period, plus dividend equivalents accrued during the period.

F4: Shares reflect the vesting of the second tranche of market-leveraged stock units granted in February 2021 at 121% of target based on our absolute total stockholder return in excess of 10% during the 2021-2022 performance period, plus dividend equivalents accrued during the period.

F5: Shares reflect the vesting of the first tranche of market-leveraged stock units granted in February 2022 at 90% of target based on our absolute total stockholder return in excess of 10% during the 2022 performance period, plus dividend equivalents accrued during the period.

F6: Market-leveraged stock units vest 25% over one-, two-, three- and four-year performance periods, with the number of shares paid on each vesting date based on the percentage change in the Company's stock price, plus dividend equivalents accrued during the vesting period. Each market-leveraged stock unit represents a contingent right to receive one share of common stock, plus accrued dividend equivalents.

F7: Performance units vest, if at all, at the end of fiscal year 2025, provided certain performance objectives are met as determined by the Compensation Committee in February 2026. Each performance unit represents a contingent right to receive one share of common stock

F8: The restricted stock units cliff-vest on April 1, 2025. Each restricted stock unit represents a contingent right to receive one share of common stock.