Clearwater Paper Corp (CLW) director adds phantom stock units in deferred plan

Rhea-AI Filing Summary

Clearwater Paper Corp director reports new deferred compensation units

A director of Clearwater Paper Corp filed a report showing an award of 1,384.181 phantom stock units on 01/01/2026 at a reference price of $17.7 per unit under the company’s Deferred Compensation Plan for Directors. These phantom stock units track the value of Clearwater Paper common stock and are designed to be paid out in cash on a 1-for-1 basis with the stock, at a date previously elected by the director. Following this transaction, the director beneficially holds a total of 9,946.742 phantom stock units, representing deferred quarterly retainer and meeting fees.

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^*

HILLMAN JEANNE M

(Last) (First) (Middle)

601 W RIVERSIDE AVE. SUITE 1100

(Street)

SPOKANE WA 99201

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
01/01/2026

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

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

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

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

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
Phantom Stock Units(1)	$17.7	01/01/2026		A		1,384.181		01/01/2031(2)	01/01/2031(2)	Common Stock	1,384.181(3)	$17.7	9,946.742	D

Explanation of Responses:

1. Phantom stock units are credited to the reporting person's account on the transaction date in accordance with the provisions of the Clearwater Paper Corporation Deferred Compensation Plan for Directors and will be converted to cash and paid on a 1-for-1 basis with the issuer's common stock.

2. Phantom stock units will be converted to cash and paid on the date previously elected by the reporting person in accordance with the provisions of the Clearwater Paper Corporation Deferred Compensation Plan for Directors.

3. Phantom stock unit beneficial ownership represents phantom stock allocated to the reporting person's Deferred Compensation Account since the reporting person's last report. These phantom stock allocations represent deferred quarterly retainer meeting fees.

Remarks:

	/s/ Marc D. Rome, Attorney-in-Fact	01/05/2026
	** 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.

FAQ

What insider transaction did Clearwater Paper Corp (CLW) report in this filing?

A director reported receiving 1,384.181 phantom stock units on 01/01/2026 under the Clearwater Paper Corporation Deferred Compensation Plan for Directors, at a reference price of $17.7 per unit.

What are the phantom stock units reported for Clearwater Paper Corp (CLW)?

Phantom stock units are bookkeeping units credited to the director’s deferred compensation account. They mirror the value of Clearwater Paper’s common stock and will be converted to cash and paid on a 1-for-1 basis with the issuer’s common stock.

How many Clearwater Paper Corp (CLW) phantom stock units does the director hold after this transaction?

After the reported transaction, the director beneficially owns 9,946.742 phantom stock units, as shown in the derivative securities table.

When will the Clearwater Paper Corp (CLW) phantom stock units be paid out?

The phantom stock units will be converted to cash and paid on the date previously elected by the director, in accordance with the Clearwater Paper Corporation Deferred Compensation Plan for Directors.

What is the relationship of the reporting person to Clearwater Paper Corp (CLW)?

The reporting person is a director of Clearwater Paper Corp, as indicated in the relationship section of the report.

Is this Clearwater Paper Corp (CLW) filing for one insider or multiple insiders?

The report is indicated as being filed by one reporting person, not by multiple insiders.