GPGI, Inc.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Stock Repurchase Program

On March 6, 2024, we announced that our Board of Directors (“Board”) had authorized a program to repurchase up to $40.0 (increased to up to $100 in February 2025) in the aggregate of our outstanding shares of Class A Common Stock (“Repurchase Program”). The Repurchase Program is effective March 7, 2024 through March 7, 2027. Repurchases of securities under the Repurchase Program may be made from time to time, on the open market, in privately negotiated transactions, tender offers, or by other methods, at the discretion of the management of the Company in accordance with our governing documents, instruments governing our indebtedness, and other applicable legal requirements. Repurchases of shares of Class A Common Stock will be in accordance with the limitations set forth in Rule 10b-18 promulgated under the Securities Exchange Act of 1934, as amended.

GPGI, INC.

Part II. Other Information

($ amounts in millions, except share and per share data)

The timing and amount of the repurchases will depend on market conditions and other requirements. The Repurchase Program does not obligate the Company to repurchase any dollar amount of shares of Class A Common Stock and the Repurchase Program may be extended, modified, suspended, or discontinued at any time. Any shares of Class A Common Stock repurchased under the program may either be returned to the status of authorized but unissued shares of Class A Common Stock or held as treasury stock.

There were no repurchases under the Repurchase Program during the quarter ended June 30, 2026. As of June 30, 2026, $87.8 of the repurchase authorization under the Repurchase Program remained available.

Item 3. Defaults Upon Senior Securities

None.