REG - International Paper - Director/PDMR Shareholding

International Paper CoAnnouncement

07/08/2025 14:45

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RNS Number : 4720U  International Paper Company  07 August 2025

7 August 2025

International Paper Company (the "Company") - Transaction Notification

Top off Award of PSUs

PDMR Dealing

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

Acquisitions of Performance Stock Units through the Company's 2024 Long-Term
Incentive Compensation Plan

International Paper Company (NYSE: IP; LSE: IPC), a global leader in
sustainable packaging solutions, announces the following transaction in
Performance Stock Units ("PSUs") undertaken by a PDMR of International Paper
Company (the "Company").

A top off award of PSUs has been granted to Lance T. Loeffler, Senior Vice
President, Chief Financial Officer, effective 5 August 2025, under the
Company's 2025 Long-Term Incentive Plan. The PSUs entitle Mr. Loeffler to
receive Shares upon vesting following certification of achievement of
pre-established performance objectives by the Management Development and
Compensation Committee of the Board of Directors. The PSUs fully vest after
three years, subject to continued employment and certification of performance
objectives. Upon vesting, the underlying number of Shares received may range
from zero to 200 percent of the number of PSUs vested, based on the Company's
performance on the same terms and conditions as the Executive Leadership Team.

This award is intended to align the target number of PSUs granted with the
methodology described in the Offer Letter for Mr. Loeffler dated 24 February
2025. The original target number of PSUs was calculated using the Company's
standard methodology, which divides the target value by the Company's average
closing stock price over the 20 business days immediately preceding the grant
date and adjusted by a Monte Carlo factor to value the award more accurately
since it is earned based on a market condition.

 

However, the Offer Letter specified a different calculation approach, using
the closing stock price on the business day immediately preceding the grant
date. To reflect this approach, the Company is awarding a top off award to
adjust the number of PSUs granted under the Company's long-term incentive plan
on 1 April 2025.

 

 1.                                Details of person discharging managerial responsibility ("PDMR") / person
                                   closely associated with them ("PCA")
 a)  Name                                                        Lance T. Loeffler
 2.  Reason for the notification
 a)  Position / status                                           Senior Vice President, Chief Financial Officer
 b)  Initial notification / amendment                            Initial Notification
 3.  Details of the issuer

 a)  Name                                                        International Paper Company
 b)  LEI                                                         824LMFJDH41EY779Q875
 4.  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      International paper shares of common stock of par value $1.00 each ("Shares")

                                                                 ISIN: US4601461035
 b)  Nature of the transaction                                   Grant of top off award PSUs. Each PSU represents a contingent right to receive
                                                                 one Share.

 c)  Price(s) and                                                                                          Price(s)  Volumes

volume(s)

                                                                                                           $0.00     15,916
 d)  Aggregated information                                                                                N/A

     Aggregated volume Price
 e)  Date of the transaction                                                                               5 August 2025
 f)  Place of the transaction                                                                              Outside a trading venue

d)

Aggregated information

Aggregated volume Price

N/A

e)

Date of the transaction

5 August 2025

f)

Place of the transaction

Outside a trading venue

 

 

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