Clearwater Paper (CLW) CEO has 13,523 shares withheld for tax

Rhea-AI Filing Summary

Clearwater Paper President and CEO Arsen S. Kitch reported three Form 4 transactions dated March 15, 2026, all coded F for tax-withholding dispositions of common stock.

A total of 13,523 shares were withheld at $13.11 per share to satisfy tax obligations on vested restricted stock units from 2023–2025 grants. After these withholdings, he directly holds 393,875 shares of Clearwater Paper common stock. These were not open-market sales but shares retained by the company to cover taxes.

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

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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^*

Kitch Arsen S.

(Last) (First) (Middle)

601 W RIVERSIDE AVE STE 800

(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)
	President, CEO

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		5,388	D	$13.11	402,010	D
Common Stock(2)	03/15/2026		F		4,965	D	$13.11	397,045	D
Common Stock(3)	03/15/2026		F		3,170	D	$13.11	393,875	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.

3. Represents shares withheld by Clearwater Paper Corporation to satisfy tax withholding requirements due at settlement of the 2023 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).
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FAQ

What did Clearwater Paper (CLW) CEO Arsen S. Kitch report in this Form 4?

Arsen S. Kitch reported tax-related share withholdings, not open-market sales. Clearwater Paper withheld 13,523 common shares on March 15, 2026 to satisfy tax obligations triggered by vesting restricted stock units from 2023, 2024, and 2025 grants.

How many Clearwater Paper (CLW) shares were withheld for taxes and at what price?

A total of 13,523 Clearwater Paper common shares were withheld for tax purposes. The Form 4 shows a transaction price of $13.11 per share for each of the three F-code tax-withholding dispositions reported on March 15, 2026.

Does this Clearwater Paper (CLW) Form 4 show insider selling by the CEO?

The filing does not show open-market selling by the CEO. All three transactions are F-code tax-withholding dispositions, where Clearwater Paper retained shares to pay taxes due upon settlement of vested restricted stock unit grants.

What Clearwater Paper (CLW) equity grants were involved in the CEO’s tax withholdings?

The tax withholdings relate to three restricted stock unit grants. Footnotes state they cover RSUs granted in 2023, 2024, and 2025 that vested on March 15, 2026, with shares withheld at settlement to satisfy associated tax obligations.

How many Clearwater Paper (CLW) shares does the CEO hold after these transactions?

Following the reported tax-withholding dispositions, Arsen S. Kitch directly holds 393,875 shares of Clearwater Paper common stock. The Form 4’s final line for common stock lists this figure as the total shares owned after the March 15, 2026 transactions.

What is an F-code tax-withholding disposition in a Clearwater Paper (CLW) Form 4?

An F-code transaction indicates shares withheld to pay taxes or exercise costs. In this filing, Clearwater Paper withheld shares from vested restricted stock units, using those shares to satisfy the CEO’s tax liabilities instead of selling shares on the open market.