Magnera Corp
For the period ended Mar 9, 2026. Filed Jan 14, 2026.
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Mar 9, 2026 · Filed Jan 14, 2026
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934 (Amendment No. )
Filed by the Registrant ☒
Filed by a Party other than the Registrant ☐
Check the appropriate box:
| ☐ | Preliminary Proxy Statement |
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| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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| ☒ | Definitive Proxy Statement |
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| ☐ | Definitive Additional Materials |
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| ☐ | Soliciting Material Pursuant to §240.14a-12 |
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Magnera Corporation
(Name of Registrant as Specified In Its Charter)(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check all boxes that apply):
| ☒ | No fee required |
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| ☐ | Fee paid previously with preliminary materials |
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| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. |
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Notice of AnnualMeeting of Shareholders
| Where:Virtual Meeting only at www.virtualshareholdermeeting.com/MAGN2026(“Meeting Website”) | |
| Who can vote:Holders of record of Magnera’s common stock at the close of business on December 31, 2025 | |
| How to cast your vote (page 62) | |
| By Telephone | |
| By Internet | |
| By Mail |
Material availability:
The proxy statement for the 2026 Annual Meeting of Shareholders (“Annual Meeting”) to be held on March 9, 2026 and the 2025 Annual Report of Magnera Corporation (“Magnera” or the “Company”) are available atwww.proxyvote.com.
Date of Mailing:
The date of mailing of this proxy statement is on or about January 14, 2026.
Record Date:
Only holders of record of the Company’s common stock at the close of business on December 31, 2025 (the “Record Date”) are entitled to notice of, and to vote at, the Annual Meeting.
Items of Business:
| 1. | To elect nine directors for a term of one year; |
| 2. | To ratify the selection of Ernst & Young LLP as Magnera’s independent registered public accounting firm for the 2026 fiscal year; |
| 3. | To vote, on an advisory, non−binding basis, on the Company’s named executive officer compensation for fiscal year 2025; and |
Such other business as may properly come before the Annual Meeting.
To participate in the Annual Meeting, you must log onto the Meeting Website and enter the 16-digit control number found on your proxy card, voting instruction form, or Notice of Availability. You may vote your shares and ask questions during the Annual Meeting by following the instructions available on the Meeting Website. Whether or not you plan to virtually attend the Annual Meeting, we urge you to vote and submit your proxy in advance by one of the methods described above.
Jill L. Urey, Secretary
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