Ownership Submission

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN 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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(Print or Type Responses)

1. Name and Address of Reporting Person * Levenda Tim A. 2. Issuer Name and Ticker or Trading Symbol Pactiv Evergreen Inc. [PTVE] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) President, Foodservice (Last) (First) (Middle) C/O PACTIV EVERGREEN INC., 1900 W. FIELD COURT 3. Date of Earliest Transaction (Month/Day/Year) 12/16/2024 (Street) LAKE FOREST, IL 60045 4. If Amendment, Date 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 (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 12/16/2024 A 5,566(1) A $ 0 270,280 D Common Stock 12/16/2024 A 183,187(2) A $ 0 453,467 D Common Stock 12/16/2024 F 99,254(3) D $17.32 354,213 D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)	5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)	6. Date Exercisable and Expiration Date (Month/Day/Year)	7. Title and Amount of Underlying Securities (Instr. 3 and 4)	8. Price of Derivative Security (Instr. 5)	9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
Director	10% Owner	Officer	Other
Levenda Tim A. C/O PACTIV EVERGREEN INC. 1900 W. FIELD COURT LAKE FOREST, IL 60045			President, Foodservice

Signatures

/s/ Tyler T. Rosenbaum, Assistant Secretary, by Power of Attorney.	12/18/2024
**Signature of Reporting Person	Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(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).
(1)	Represents additional shares acquired by the reporting person in connection with the settlement of dividend equivalent rights upon the vesting of 67,861 restricted stock units that were otherwise scheduled to vest on March 2, 2025 but that were accelerated into 2024.
(2)	Represents shares acquired by the reporting person in connection with the vesting and settlement of 81,917 performance share units that were granted in 2022, together with associated dividend equivalent rights, that were otherwise scheduled to vest on March 2, 2025, but that were accelerated into 2024. Pursuant to the Agreement and Plan of Merger, dated as of December 9, 2024, by and among the Issuer, Novolex Holdings, LLC and Alpha Lion Sub, Inc., and the determination by the Compensation Committee of the Issuer's Board of Directors in relation to achievement of the performance criteria, the performance share units were settled at 200% of target.
(3)	The reported securities were withheld to satisfy the reporting person's tax liability in connection with the vesting of the aforementioned restricted stock units and performance share units.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.

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