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13 Feb 2025 14:35
13 February 2025
International Paper Company (the "Company") - Transaction NotificationVesting of PSU AwardPDMR 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 2022-2024 Performance Share Plan ("PSP") Performance Stock Unit ("PSU") Awards
International Paper Company (NYSE: IP; LSE: IPC), a global leader in sustainable packaging solutions, announces the vesting of PSUs in respect of Shares on 10 February 2025. Following this vesting, the Company withheld Shares on behalf of each PDMR to satisfy tax obligations.
The Shares were issued as part of PSU awards previously granted to PDMRs on 1 January 2022, under the PSP of the Company's Long-Term Incentive Plan. Joseph R. Saab, Senior Vice President, General Counsel and Corporate Secretary, received additional PSUs on 1 January 2023 to reflect his mid-year promotion in 2022 to Senior Vice President, General Counsel and Corporate Secretary.
The PSUs entitle the holder to receive Shares upon vesting of such PSUs following achievement of pre-established performance goals. The PSUs fully vest in February following a three-year performance period subject to certain forfeiture events. The number of Shares received on settlement is increased by dividend equivalents accrued during the performance period. As explained in the Company's public filings, upon vesting, the underlying number of Shares received may range from zero to 200% of the PSUs vested, based on the Company's performance with respect to the applicable performance targets.
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 | Clay R. Ellis | ||||||||
b) | Position / status | Senior Vice President - Global Cellulose Fibers | ||||||||
c) | Initial notification / amendment | Initial Notification | ||||||||
2. | Details of the issuer
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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
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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 PSUs granted in January 2022 under the PSP (including dividend equivalents arising from the vesting). Certain Shares are withheld and sold to cover tax obligations due on the vesting of earned PSUs.
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c) | Price(s) andvolume(s) |
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d) | Aggregated information Aggregated volume Price | 1.27,651 2. $0 3. 8,888 4.$56.07 | ||||||||
e) | Date of the transaction | 10 February 2025 | ||||||||
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 | 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
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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
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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 PSUs granted in January 2022 under the PSP (including dividend equivalents arising from the vesting). Certain Shares are withheld and sold to cover tax obligations due on the vesting of earned PSUs.
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c) | Price(s) andvolume(s) |
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d) | Aggregated information Aggregated volume Price | 1. 32,597 2. $0 3. 11,629 4. $56.07 | ||||||||
e) | Date of the transaction | 10 February 2025 | ||||||||
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 | Timothy S. Nicholls | ||||||||
b) | Position / status | Senior Vice President, Chief Financial Officer | ||||||||
c) | Initial notification / amendment | Initial Notification | ||||||||
2. | Details of the issuer
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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 PSUs granted in January 2022 under the PSP (including dividend equivalents arising from the vesting). Certain Shares are withheld and sold to cover tax obligations due on the vesting of earned PSUs.
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c) | Price(s) andvolume(s) |
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d) | Aggregated information Aggregated volume Price | 1. 89,099 2. $0 3. 34,096 4. $56.07
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e) | Date of the transaction | 10 February 2025 | ||||||||
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 | Joseph R. Saab | ||||||||
b) | Position / status | Senior Vice President, General Counsel and Corporate Secretary | ||||||||
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 PSUs granted in January 2022 under the PSP (including dividend equivalents arising from the vesting). Certain Shares are withheld and sold to cover tax obligations due on the vesting of earned PSUs.
| ||||||||
c) | Price(s) andvolume(s) |
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d) | Aggregated information Aggregated volume Price | 1. 27,056 2. $0 3. 8,819 4. $56.07 | ||||||||
e) | Date of the transaction | 10 February 2025 | ||||||||
f) | Place of the transaction | 1. Outside a trading venue 2. New York Stock Exchange | ||||||||
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