Clearwater Paper director granted phantom stock units

Clearwater Paper Corp director Jeanne M. Hillman received a grant of phantom stock units as part of director compensation.

Rhea-AI Filing Summary

Clearwater Paper Corp director Jeanne M. Hillman received a grant of phantom stock units as part of director compensation. She acquired 1,549.652 phantom stock units at a reference value of $15.81 per unit, bringing her total phantom stock unit balance to 13,173.328 units.

The phantom stock units are credited under Clearwater Paper’s Deferred Compensation Plan for Directors and are tied on a 1-for-1 basis to the value of the company’s common stock. According to the plan, they will be settled in cash on a date previously elected by Hillman, and the new allocations represent deferred quarterly retainer and meeting fees.

Insider Trade Summary

Grant/Award: 1,549.652 shares

Grant/Award 1 txn

Insider HILLMAN JEANNE M

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Phantom Stock Units	1,549.652	$15.81	$24K

Holdings After Transaction: Phantom Stock Units — 13,173.328 contracts (Direct)

Footnotes (3)

1. F1. 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. F2. 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. F3. 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.

Key Figures

Phantom units granted: 1,549.652 units Reference price per unit: $15.81 per unit Total phantom units after grant: 13,173.328 units +2 more

5 metrics

Phantom units granted 1,549.652 units Grant of phantom stock units to director on 2026-07-01

Reference price per unit $15.81 per unit Transaction price for newly credited phantom stock units

Total phantom units after grant 13,173.328 units Director’s phantom stock unit balance following the transaction

Underlying common stock linkage 1-for-1 basis Each phantom stock unit tracks one share of common stock

Exercise/settlement date 2031-01-01 Stated exercise and expiration date for the phantom units record

Key Terms

Phantom stock units, Deferred Compensation Plan for Directors, Deferred Compensation Account, deferred quarterly retainer meeting fees

4 terms

Phantom stock units financial

"Phantom stock units are credited to the reporting person's account on the transaction date..."

Phantom stock units are company promises that pay a cash or stock-equivalent award tied to the firm’s share price or value growth, but they do not issue actual shares. Think of them as a bonus check that moves with the stock like a mirror rather than handing over an ownership slice. Investors care because these awards can affect a company’s future cash obligations, executive incentives and reported expenses without causing share dilution.

Deferred Compensation Plan for Directors financial

"...in accordance with the provisions of the Clearwater Paper Corporation Deferred Compensation Plan for Directors..."

A deferred compensation plan for directors is an arrangement that lets board members postpone receiving part of their pay until a later date—often retirement or a set future time—so the money can grow or be paid under specified conditions. Think of it like directing a portion of your paycheck into a locked savings account that pays out later; investors care because it creates future cash or stock obligations, signals how the company motivates and retains leadership, and can affect shareholder value through timing of payouts or potential dilution.

Deferred Compensation Account financial

"Phantom stock unit beneficial ownership represents phantom stock allocated to the reporting person's Deferred Compensation Account..."

deferred quarterly retainer meeting fees financial

"These phantom stock allocations represent deferred quarterly retainer meeting fees."

FAQ

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

What did Clearwater Paper (CLW) director Jeanne M. Hillman report on this Form 4?

Jeanne M. Hillman reported receiving 1,549.652 phantom stock units as director compensation. These units are credited under Clearwater Paper’s Deferred Compensation Plan for Directors and increase her total phantom unit balance to 13,173.328, all settled in cash based on the company’s common stock.

How many phantom stock units does Jeanne M. Hillman now hold in Clearwater Paper (CLW)?

After the reported grant, Jeanne M. Hillman holds 13,173.328 phantom stock units. This balance reflects units allocated to her Deferred Compensation Account, primarily representing deferred quarterly retainer and meeting fees earned as a director of Clearwater Paper Corporation.

What are phantom stock units in the Clearwater Paper (CLW) director compensation plan?

Phantom stock units are bookkeeping entries that track the value of Clearwater Paper common stock without issuing actual shares. Under the Deferred Compensation Plan for Directors, they are later converted to cash and paid out 1-for-1 based on the stock’s value at the elected payment date.

At what value were Jeanne M. Hillman’s Clearwater Paper (CLW) phantom stock units credited?

The reported 1,549.652 phantom stock units were credited at $15.81 per unit. This reference price is used for accounting within the Deferred Compensation Plan for Directors and ties each unit’s value to Clearwater Paper’s common stock on a 1-for-1 basis.

When will Clearwater Paper (CLW) pay out Jeanne M. Hillman’s phantom stock units?

The phantom stock units will be converted to cash and paid on a date previously elected by Jeanne M. Hillman. That payment timing follows the rules of Clearwater Paper’s Deferred Compensation Plan for Directors governing director elections and future cash settlements.

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

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Accepted by SEC EDGAR 07/06/2026 - 05:09 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^*

HILLMAN JEANNE M

(Last) (First) (Middle)

601 W RIVERSIDE AVE. SUITE 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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/01/2026

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)

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)	$15.81	07/01/2026		A		1,549.652		01/01/2031(2)	01/01/2031(2)	Common Stock	1,549.652(3)	$15.81	13,173.328	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	07/06/2026
	** 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)