Corporate Action, Amendments to Bylaws (Form 8-K)

On June 5, 2026, GPGI, Inc. (the "Company") filed (i) a certificate of conversion with the Secretary of State of the State of Delaware and (ii) articles of conversion and articles of incorporation with the Secretary of State of the State of Nevada, pursuant to which the reincorporation of the Company from the State of Delaware to the State of Nevada by conversion (the "Reincorporation") became effective on June 5, 2026, at 3:00 p.m. Eastern Time (the "Effective Time"). At the Effective Time:

The Reincorporation did not result in any change in the headquarters, business, jobs, management, properties, location of any of the Company's offices or facilities, number of employees, obligations, assets, liabilities or net worth (other than as a result of the costs related to the Reincorporation). The Reincorporation did not adversely affect any of the Company's material contracts with any third parties, and the Company's rights and obligations under those material contractual arrangements continue to be the rights and obligations of the Company after the Reincorporation.

At the Effective Time, each outstanding share of Class A common stock, par value $0.0001 per share, of the Delaware corporation (the "Delaware Corporation Common Stock") automatically converted into one outstanding share of common stock, par value $0.0001 per share, of the Nevada corporation (the "Nevada Corporation Common Stock"). Stockholders of the Company do not have to exchange their existing book-entry shares for new book-entry shares. At the Effective Time, each outstanding grant or award of equity awards covering the right to purchase shares and other rights to acquire shares of Delaware Corporation Common Stock as provided for in the applicable equity plan of the Company continued in existence and automatically became an award representing the right to acquire an equal number of shares of Nevada Corporation Common Stock under the same terms and conditions. The shares of the Nevada Corporation Common Stock continue to be traded on the New York Stock Exchange under the symbol "GPGI".

Certain rights of the Company's stockholders were changed as a result of the Reincorporation. A more detailed description of the articles of conversion and the plan of conversion (the "Plan of Conversion"), the Nevada Charter, the Nevada Bylaws and the effects of the Reincorporation is set forth in the section entitled "Proposal: The Nevada Reincorporation Proposal" in the Proxy Statement filed by the Company with the Securities and Exchange Commission (the "SEC") on April 20, 2026, as supplemented, which is incorporated by reference herein. Copies of the Plan of Conversion, the Nevada Charter and the Nevada Bylaws are filed as Exhibits 2.1, 3.1 and 3.2, respectively, to this Current Report on Form 8-K and are incorporated herein by reference.

The information set forth under Item 3.03 is incorporated by reference into this Item 5.03.