Director/PDMR Shareholding

International Paper Company

02 April 2026

 

2 April 2026

International Paper Company (the "Company") - Transaction Notification
Vesting of Recognition Restricted Stock Unit Award
Vesting of Inducement Restricted Stock Unit Award
PDMR Dealing

NOTIFICATION OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES ("PDMRs") IN SHARES OF COMMON STOCK OF PAR VALUE $1.00 EACH IN THE COMPANY ("Shares")

Vesting of the International Paper Company 2024 Recognition Restricted Stock Unit Award (the "2024 Recognition Award") and the 2025 Inducement Restricted Stock Unit Award (the ("2025 Inducement Award")

International Paper Company (NYSE: IP; LSE: IPC), a global leader in sustainable packaging solutions, announces the vesting of restricted stock units ("RSUs") in respect of Shares on 1 April 2026. Following this vesting, the Company on 1 April 2026 withheld Shares on behalf of each PDMR to satisfy tax obligations.  

These Shares were issued as part of RSU awards previously granted to PDMRs on 14 June 2024 and 1 April 2025 under the Company's 2024 Long-Term Incentive Compensation Plan.

On 14 June 2024, the Company granted a 2024 Recognition Award of 30,000 RSUs to W. Thomas Hamic, executive vice president and president-Packaging Solutions North America, in recognition of the criticality of Mr. Hamic's service in the context of an executive leadership transition and to incentivize his continued contribution to the Company's long-term success. Mr. Hamic's award fully vested on 1 April 2026.

In connection with his appointment as chief financial officer, the Company on 1 April 2025 granted a 2025 Inducement Award of 31,865 RSUs to Lance T. Loeffler. One-third of Mr. Loeffler's award vested on 1 April 2026. The remaining RSUs will vest on 1 April 2027 and 1 April 2028.

The amount ultimately earned includes the reinvestment of dividends earned on Shares actually paid upon vesting and is dependent on the Company's stock price on the vest date.

The notifications set out below are made in accordance with the requirements of Article 19 of the UK Market Abuse Regulation.  

1.		Details of person discharging managerial responsibility ("PDMR") / person closely associated with them ("PCA")
a)	Name		W. Thomas Hamic
b)	Position / status		Executive Vice President and President-North American Packaging Solutions
c)	Initial notification / amendment		Initial Notification
2.	Details of the issuer
a)	Name		International Paper Company
b)	LEI		824LMFJDH41EY779Q875
3.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description and identifier of the financial instrument		Shares of common stock of par value $1.00 each ("Shares") ISIN: US4601461035
b)	Nature of the transaction		Acquisition of Shares following the vesting of RSUs granted on 14 June 2025 (including dividend equivalents arising from the vesting).  Certain Shares are withheld and sold to cover tax obligations due on the vesting of earned RSUs.
c)	Price(s) and volume(s)			Price(s) Volumes 1. Shares acquired on vesting of 2024 Recognition Award $35.70 32,186 shares of common stock 2. Shares sold to cover tax obligations on vesting of 2024 Recognition Award $ 35.70 12,666 shares of common stock
d)	Aggregated information Aggregated volume Price			1.     32,186 2.     $35.70 3.     -12,666 4.     $35.70
e)	Date of the transaction			1 April 2026 (vesting); 1 April 2026 (shares withheld for taxes)
f)	Place of the transaction			1.     Outside a trading venue 2.     New York Stock Exchange

1.		Details of person discharging managerial responsibility ("PDMR") / person closely associated with them ("PCA")
a)	Name		Lance T. Loeffler
b)	Position / status		Senior Vice President, Chief Financial Officer
c)	Initial notification / amendment		Initial Notification
2.	Details of the issuer
a)	Name		International Paper Company
b)	LEI		824LMFJDH41EY779Q875
3.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description and identifier of the financial instrument		Shares of common stock of par value $1.00 each ("Shares") ISIN: US4601461035
b)	Nature of the transaction		Acquisition of Shares following the vesting of the first tranche of the 2025 Inducement Award of RSUs granted on 1 April 2025 (including dividend equivalents arising from the vesting).  Certain Shares are withheld and sold to cover tax obligations due on the vesting of earned RSUs.
c)	Price(s) and volume(s)			Price(s) Volumes 1. Shares acquired on vesting of 2025 Inducement Award $35.70 11,098 shares of common stock 2. Shares sold to cover tax obligations on vesting of 2025 Inducement Award $ 35.70 2,703 shares of common stock
d)	Aggregated information Aggregated volume Price			1.     11,098 2.     35.70 3.     -2,703 4.     $35.70
e)	Date of the transaction			1 April 2026 (vesting); 1 April 2026 (shares withheld for taxes)
f)	Place of the transaction			1.     Outside a trading venue 2.     New York Stock Exchange

 

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