Clearwater Paper CEO granted 9,154 RSUs

Clearwater Paper Corp President and CEO Arsen S. Kitch reported an amended insider transaction showing an award of 9,154 restricted stock units (RSUs) of common stock granted for no cash consideration.

Rhea-AI Filing Summary

Clearwater Paper Corp President and CEO Arsen S. Kitch reported an amended insider transaction showing an award of 9,154 restricted stock units (RSUs) of common stock granted for no cash consideration. These RSUs vest 33%, 33%, and 34% on March 15, 2027, 2028 and 2029, assuming continued employment, and dividend equivalents will convert into additional RSUs during the vesting period. Following this grant, Kitch directly holds 403,029 shares of common stock. The amendment clarifies that the previously reported price was only the market price used to determine the number of RSUs and not an amount actually paid.

Insider Trade Summary

Grant/Award: 9,154 shares

Grant/Award 1 txn

Insider Kitch Arsen S.

Role President, CEO

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	9,154	$0.00	$0.00

Holdings After Transaction: Common Stock — 403,029 shares (Direct)

Footnotes (3)

1. F1. Represents award of restricted stock units ("RSUs"). RSUs may be settled only for shares of common stock on a one-for-one basis.
2. F2. Represents award of RSUs that will vest 33%, 33%, 34% on March 15, 2027, 2028 and 2029, respectively, assuming continued employment. During the vesting period, an amount equal to the dividends that would have been paid on the RSUs had they been in the form of common stock will be converted into additional RSUs.
3. F3. The price previously reported in Column 4 represented the market price used to determine the number of restricted stock units granted and not consideration paid by the reporting person. The award was granted for no cash consideration. This amendment corrects the price reported in the original Form 4.

Key Figures

RSUs granted: 9,154 RSUs Post-grant holdings: 403,029 shares Vesting schedule: 33%, 33%, 34% +1 more

4 metrics

RSUs granted 9,154 RSUs Award of restricted stock units reported on Form 4/A

Post-grant holdings 403,029 shares Total common shares directly owned after RSU award

Vesting schedule 33%, 33%, 34% RSUs vest on March 15, 2027, 2028, 2029

Grant price $0.00 cash paid Award granted for no cash consideration by the CEO

Key Terms

restricted stock units, RSUs, vest, Form 4, +1 more

5 terms

restricted stock units financial

"Represents award of restricted stock units ("RSUs"). RSUs may be settled only for shares of common stock"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

RSUs financial

"Represents award of RSUs that will vest 33%, 33%, 34% on March 15, 2027, 2028 and 2029"

RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.

vest financial

"RSUs that will vest 33%, 33%, 34% on March 15, 2027, 2028 and 2029, respectively"

A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.

Form 4 regulatory

"This amendment corrects the price reported in the original Form 4."

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

dividends financial

"dividends that would have been paid on the RSUs had they been in the form of common stock"

Dividends are cash payments a company gives to its shareholders from profits or cash reserves, effectively sharing part of its earnings with owners. They matter to investors because they provide a steady income stream, act like an interest or rent payment on owning the stock, and signal management’s confidence in the business—factors that influence total return and share price. Regular or special dividends can change an investor’s income and reinvestment strategy.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Clearwater Paper (CLW) report for its CEO?

Clearwater Paper reported that President and CEO Arsen S. Kitch received 9,154 restricted stock units (RSUs) of common stock. The award is a stock-based compensation grant, not a market purchase, and was granted for no cash consideration according to the amended Form 4/A.

How do the CEO’s new Clearwater Paper (CLW) RSUs vest over time?

The 9,154 RSUs awarded to Clearwater Paper’s CEO vest in three tranches: 33%, 33%, and 34% on March 15, 2027, 2028, and 2029. Vesting requires continued employment, meaning the CEO must remain with the company through each vesting date.

Does the Clearwater Paper (CLW) CEO’s RSU grant involve any cash payment?

The RSU grant to Clearwater Paper’s CEO involves no cash payment by the executive. The amended filing clarifies the previously reported price was only the market price used to calculate RSU quantity, and the award itself was granted without cash consideration from the reporting person.

What is the CEO’s Clearwater Paper (CLW) shareholding after this RSU grant?

After the RSU award, Clearwater Paper’s CEO Arsen S. Kitch is reported to directly own 403,029 shares of common stock. This figure reflects his holdings following the grant, as disclosed in the amended Form 4/A insider transaction report filed with regulators.

Do Clearwater Paper (CLW) RSUs pay dividends before they vest?

The RSUs granted to Clearwater Paper’s CEO do not pay cash dividends directly before vesting. Instead, amounts equal to dividends that would have been paid are converted into additional RSUs, which are added to the award during the vesting period, increasing potential future share settlement.

Why was the Clearwater Paper (CLW) CEO’s Form 4/A filed as an amendment?

The filing is an amendment because the original Form 4 reported a price in the transaction column that could be misinterpreted as consideration paid. The amendment explains the price only reflected market value used to determine RSU count, and no cash consideration was actually paid.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/28/2026 - 05:22 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Kitch Arsen S.

(Last) (First) (Middle)

601 W RIVERSIDE AVE STE 300

(Street)

SPOKANE WASHINGTON 99201

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Clearwater Paper Corp [ CLW ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President, CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/18/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)
05/19/2026

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock(1)	05/18/2026		A		9,154(2)	A	$0(3)	403,029	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents award of restricted stock units ("RSUs"). RSUs may be settled only for shares of common stock on a one-for-one basis.

2. Represents award of RSUs that will vest 33%, 33%, 34% on March 15, 2027, 2028 and 2029, respectively, assuming continued employment. During the vesting period, an amount equal to the dividends that would have been paid on the RSUs had they been in the form of common stock will be converted into additional RSUs.

3. The price previously reported in Column 4 represented the market price used to determine the number of restricted stock units granted and not consideration paid by the reporting person. The award was granted for no cash consideration. This amendment corrects the price reported in the original Form 4.

Remarks:

	/s/ Marc D. Rome, Attorney-in-Fact	05/28/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)