International Paper (IP) EVP Hamic reports PSU share award and tax withholding

Rhea-AI Filing Summary

International Paper executive William Thomas Hamic reported equity compensation activity involving company common stock. On February 9, 2026, he acquired 43,225 shares of common stock at $46.58 per share, reflecting performance share units earned under the 2023–2025 Long-Term Incentive Plan.

On the same date, 15,312 shares were withheld at $46.58 per share to cover tax obligations, leaving Hamic with 144,118 shares held directly after the reported transactions. He also has 1,112 shares held indirectly through the International Paper Salaried Savings Plan, based on a plan statement as of January 30, 2026.

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^*

Hamic William Thomas

(Last) (First) (Middle)

C/O INTERNATIONAL PAPER COMPANY

6400 POPLAR AVENUE

(Street)

MEMPHIS TN 38197

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
INTERNATIONAL PAPER CO /NEW/ [ IP ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Exec. VP & President

3. Date of Earliest Transaction (Month/Day/Year)
02/09/2026

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	02/09/2026		A		43,225(1)	A	$46.58	159,430(2)	D
Common Stock	02/09/2026		F		15,312(3)	D	$46.58	144,118(2)	D
Common Stock								1,112(2)(4)	I	By Plan

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. Performance Share Units ("PSUs") earned (including accrued dividend equivalents) are based on the achievement of pre-established performance goals pursuant to a January 1, 2023 grant of PSUs made under the 2023-2025 Long-Term Incentive Plan.

2. Share numbers rounded.

3. Shares withheld to cover tax obligations.

4. Represents shares of International Paper common stock held through the International Paper Salaried Savings Plan. The information in this report is based on a plan statement as of January 30, 2026.

Remarks:

Power of Attorney on file.

	/s/ Vincent T. Smith, attorney-in-fact for William T. Hamic	02/11/2026
	** 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).
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FAQ

What insider transactions did IP executive William Thomas Hamic report on February 9, 2026?

He reported acquiring 43,225 shares of International Paper common stock at $46.58 per share, tied to performance share units, and 15,312 shares were withheld at the same price to satisfy tax obligations, resulting in 144,118 shares held directly afterward.

How many International Paper (IP) shares does William Thomas Hamic hold after this Form 4 filing?

Following the reported transactions, Hamic holds 144,118 shares of International Paper common stock directly. He also has 1,112 shares held indirectly through the International Paper Salaried Savings Plan, based on a plan statement dated January 30, 2026.

What is the nature of the 43,225 International Paper shares acquired by William Thomas Hamic?

The 43,225 shares represent performance share units earned, including dividend equivalents, under a grant dated January 1, 2023 within the 2023–2025 Long-Term Incentive Plan. They converted into common stock for Hamic at an implied value of $46.58 per share.

Why were 15,312 International Paper shares withheld in William Thomas Hamic’s Form 4?

The 15,312 International Paper shares were withheld to cover tax obligations related to the equity compensation. This withholding occurred on February 9, 2026 at a price of $46.58 per share, reducing the number of shares Hamic held directly after the vesting event.

How are William Thomas Hamic’s indirect International Paper holdings structured?

Hamic’s indirect holdings consist of 1,112 shares of International Paper common stock held through the International Paper Salaried Savings Plan. The reported balance is based on a plan statement as of January 30, 2026 and is separate from his directly held shares.

What role does William Thomas Hamic hold at International Paper (IP) in this Form 4?

In this Form 4, Hamic is identified as an officer of International Paper, serving as Executive Vice President and President. The reported transactions relate to his equity-based compensation, including performance share units granted under the company’s long-term incentive plan.