Clearwater Paper (NYSE: CLW) CFO uses stock to satisfy tax withholding

Rhea-AI Filing Summary

Clearwater Paper Corp Senior Vice President and CFO Sherri Baker reported routine tax-withholding transactions related to vested stock awards. On March 15, 2026, a total of 1,093 shares of common stock were withheld at $13.11 per share to satisfy tax obligations on restricted stock units that vested that day. These dispositions were not open-market sales but share withholdings by the company. After the transactions, Baker directly owned 45,481 shares of Clearwater Paper common stock, indicating that only a small portion of her equity position was used for tax payments.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Baker Sherri

Role SVP, CFO

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	569	$13.11	$7K
Tax Withholding	Common Stock	524	$13.11	$7K

Holdings After Transaction: Common Stock — 46,005 shares (Direct)

Footnotes (1)

1. Represents shares withheld by Clearwater Paper Corporation to satisfy tax withholding requirements due at settlement of the 2025 grant of restricted stock units that vested March 15, 2026. Represents shares withheld by Clearwater Paper Corporation to satisfy tax withholding requirements due at settlement of the 2024 grant of restricted stock units that vested March 15, 2026.

Form 4 Insider Transactions: What Each Field Means →

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
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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^*

Baker Sherri

(Last) (First) (Middle)

601 W RIVERSIDE AVE SUITE 300

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
03/15/2026

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
Common Stock(1)	03/15/2026		F		569	D	$13.11	46,005	D
Common Stock(2)	03/15/2026		F		524	D	$13.11	45,481	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 shares withheld by Clearwater Paper Corporation to satisfy tax withholding requirements due at settlement of the 2025 grant of restricted stock units that vested March 15, 2026.

2. Represents shares withheld by Clearwater Paper Corporation to satisfy tax withholding requirements due at settlement of the 2024 grant of restricted stock units that vested March 15, 2026.

Remarks:

	/s/ Marc D. Rome, Attorney-in-Fact	03/17/2026
	** 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 did Clearwater Paper (CLW) CFO Sherri Baker report in this Form 4?

Sherri Baker reported share withholdings to cover taxes on vested restricted stock units. Clearwater Paper withheld 1,093 common shares on March 15, 2026, instead of using cash for the tax payment, a common administrative equity-compensation practice.

Were the Clearwater Paper (CLW) CFO’s Form 4 transactions open-market sales?

No, the transactions were not open-market sales. The Form 4 shows code F dispositions, meaning Clearwater Paper withheld shares to satisfy tax withholding requirements when restricted stock units vested, rather than the CFO selling shares in the market.

How many Clearwater Paper (CLW) shares were withheld for the CFO’s tax obligations?

A total of 1,093 common shares were withheld at a price of $13.11 per share. These shares covered tax liabilities from 2024 and 2025 restricted stock unit grants that vested on March 15, 2026, as described in the filing footnotes.

What is Sherri Baker’s Clearwater Paper (CLW) share ownership after these Form 4 transactions?

After the tax-withholding transactions, Sherri Baker directly held 45,481 shares of Clearwater Paper common stock. This shows that only a small fraction of her overall equity position was used to satisfy the vesting-related tax obligations.

What do the Form 4 footnotes say about Clearwater Paper (CLW) CFO’s transactions?

The footnotes explain that shares were withheld to satisfy tax requirements for the 2024 and 2025 restricted stock unit grants vesting on March 15, 2026. This clarifies the dispositions as administrative tax events, not discretionary stock sales.