CROWN HOLDINGS, INC. — Director's Dealing 2012

Jan 6, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CROWN HOLDINGS INC (CCK)
CIK: 0001219601
Period of Report: 2012-01-04

Reporting Person: Homfray Christopher Charles (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-01-04	Common	A	37627	—	Acquired	228810	Direct
2012-01-04	Common	F	1265	$34.11	Disposed	227545	Direct

Footnotes

F1: The Reporting Person was granted 37,627 shares of Restricted Common Stock under the 2006 Stock-Based Compensation Plan. 13,931 shares vest over a three-year period as follows: 4,644 shares on January 4, 2013 and January 4, 2014, respectively, and 4,643 shares on January 4, 2015. The final 23,696 shares vest on January 4, 2015 based on the Company's Total Shareholder Return versus a defined peer group of companies, with the final number of performance based vested shares varying from 0 to 200% of 23,696.

F2: Represents shares transferred to the Company for tax withholding in connection with vesting of restricted stock.