Primo Brands Corp — Director's Dealing 2025

Feb 14, 2025

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Primo Brands Corp (PRMB)
CIK: 0002042694
Period of Report: 2025-02-12

Reporting Person: Lee Tony W (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2025-02-12	Class A Common Stock	M	64512579	—	Acquired	218618368	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2025-02-12	Class B Common Stock	$	M	64512579	Disposed		Class A Common Stock (64512579)	Indirect

Footnotes

F1: On February 12, 2025, 64,512,579 shares of Class B Common Stock held by Triton Water Parent Holdings, LP were automatically converted into shares of the Issuer's Class A Common Stock on a one-to-one basis in connection with the waiver of change of control provisions under certain indentures, as described in the Issuer's amended and restated certificate of incorporation.

F2: Triton Water Parent Holdings, LP is the record holder of 160,618,368 shares of Class A Common Stock and Triton Water Equity Holdings, LP is the record holder of 58,000,000 shares of Class A Common Stock. ORCP III DE TopCo GP, LLC is the general partner of Triton Water Parent Holdings, LP. Triton Water Parent Holdings, LP is the managing member of Triton Water Equity Holdings, GP, LLC, which is the general partner of Triton Water Equity Holdings, LP. Mr. Spielvogel and Mr. Lee are the managing members of ORCP III DE TopCo GP, LLC and share voting and investment discretion with respect to the securities held of record by Triton Water Parent Holdings, LP and Triton Water Equity Holdings, LP.

F3: Each of the persons and entities named herein may be deemed to share beneficial ownership of the securities held of record by Triton Water Equity Holdings, LP. ORCP III DE TopCo GP, LLC, Triton Water Parent Holdings, LP, Mr. Spielvogel and Mr. Lee may also be deemed to share beneficial ownership of the securities held of record by Triton Water Parent Holdings, LP. Each of them disclaims any such beneficial ownership except to the extent of their pecuniary interest therein, if any.