Clearwater Paper (CLW) VP receives 4,338-share RSU equity grant

Rhea-AI Filing Summary

Clearwater Paper Corp reported that VP and Controller Rebecca Anne Barckley acquired 4,338 shares of common stock through a grant of restricted stock units (RSUs) at no cash cost per share. Following this award, her directly held common stock position increased to 20,646 shares.

The RSU grant will vest in stages, with 33% of the units vesting on March 15, 2027, another 33% on March 15, 2028, and the remaining 34% on March 15, 2029, assuming she remains employed. During the vesting period, amounts equivalent to dividends on these RSUs will be converted into additional RSUs that can be settled into common stock on a one-for-one basis.

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^*

Barckley Rebecca Anne

(Last) (First) (Middle)

601 W RIVERSIDE AVE STE 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)
	VP, Controller

3. Date of Earliest Transaction (Month/Day/Year)
02/26/2026

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)	02/26/2026		A		4,338(2)	A	$0	20,646	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.

Remarks:

	/s/Marc D. Rome, Attorney-in-Fact	03/02/2026
	** 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 for Rebecca Anne Barckley?

Clearwater Paper reported that VP and Controller Rebecca Anne Barckley received a grant of 4,338 restricted stock units. These RSUs represent potential common shares awarded as compensation and increased her directly held common stock position to 20,646 shares after the grant.

How many shares were involved in the Clearwater Paper (CLW) RSU grant to Rebecca Barckley?

The grant to Rebecca Barckley covered 4,338 restricted stock units tied to Clearwater Paper common stock. Each RSU may be settled into one share, meaning the award represents up to 4,338 additional common shares, subject to future vesting conditions and continued employment.

What is the vesting schedule for the 4,338 RSUs granted by Clearwater Paper (CLW)?

The 4,338 RSUs vest in three tranches: 33% on March 15, 2027, another 33% on March 15, 2028, and the remaining 34% on March 15, 2029. Vesting requires continued employment through each vesting date to receive the corresponding shares.

Did Rebecca Barckley pay a purchase price for the Clearwater Paper (CLW) RSU grant?

No cash purchase price was paid for the RSU grant, as the transaction price per share is reported as 0.0000. The award represents equity-based compensation rather than an open-market stock purchase, subject to vesting and settlement into common shares over time.

How many Clearwater Paper (CLW) shares does Rebecca Barckley hold after this RSU grant?

After the RSU-related acquisition, Rebecca Barckley is reported to hold 20,646 shares of Clearwater Paper common stock directly. This total reflects her position following the 4,338-share-equivalent grant, which is structured as restricted stock units that can settle into shares when vested.

Do the Clearwater Paper (CLW) RSUs granted to Rebecca Barckley receive dividend equivalents?

Yes, during the vesting period, amounts equal to dividends that would have been paid on the RSUs are converted into additional RSUs. These additional RSUs may also be settled for Clearwater Paper common stock on a one-for-one basis when vesting conditions are satisfied.