International Paper (NYSE: IP) details 2026 RSU grant to senior officer

Rhea-AI Filing Summary

International Paper Company reported an equity award to one of its senior executives. Vice President and Chief Accounting Officer Holly G. Goughnour received a 2026 restricted stock unit award of 3,885 shares of common stock on January 1, 2026, at a price of $0 as a stock-based compensation grant. One third of this grant will vest on each of February 1, 2027, February 1, 2028, and February 1, 2029.

After this grant, Goughnour beneficially owns 35,410 shares of International Paper common stock directly. She also holds 6,964 shares indirectly through the International Paper Company Salaried Savings Plan, based on a plan statement as of December 19, 2025. In addition, she holds 6,632 common stock units in the company’s non‑funded Deferred Compensation Savings Plan, which are cash-settled units tied to the value of International Paper common stock.

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

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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^*

Goughnour Holly G.

(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)
	VP & Chief Accounting Officer

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

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	01/01/2026		A		3,885(1)	A	$0	35,410(2)	D
Common Stock								6,964(2)(3)	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
Common Stock Units	(4)							(4)	(4)	Common Stock	6,632		6,632(2)(4)	I	By Plan

Explanation of Responses:

1. 2026 Restricted Stock Unit Award granted on January 1, 2026. One third of the grant vests on each of February 1, 2027, February 1, 2028, and February 1, 2029.

2. Share numbers rounded.

3. Represents shares of International Paper Company common stock held through the International Paper Company Salaried Savings Plan. The information in this report is based on a plan statement as of December 19, 2025.

4. Represents common stock units (units) held in the non-funded International Paper Company Deferred Compensation Savings Plan. Each unit represents one share of International Paper common stock. The number of units will vary as the price of the issuer's common stock varies. The units will be settled in cash upon termination of employment. This information is based on a plan statement as of December 19, 2025.

Remarks:

Power of Attorney on file.

	/s/ Vincent T. Smith, attorney-in-fact for Holly G. Goughnour	01/02/2026
	** 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 International Paper (IP) disclose?

International Paper disclosed that Vice President and Chief Accounting Officer Holly G. Goughnour received a 2026 restricted stock unit award of 3,885 shares of common stock on January 1, 2026.

How do the 2026 restricted stock units for International Paper (IP) vest?

The 3,885 restricted stock units granted on January 1, 2026 vest in three equal installments. One third vests on each of February 1, 2027, February 1, 2028, and February 1, 2029.

How many International Paper (IP) shares does the reporting officer own after this grant?

After the reported transaction, Holly G. Goughnour beneficially owns 35,410 shares of International Paper common stock directly.

What indirect holdings of International Paper (IP) stock does the officer report?

She reports 6,964 shares of International Paper common stock held through the International Paper Company Salaried Savings Plan, based on a plan statement as of December 19, 2025.

What are the deferred compensation units reported for International Paper (IP)?

The officer holds 6,632 common stock units in the non-funded International Paper Company Deferred Compensation Savings Plan. Each unit tracks one share of International Paper common stock and will be settled in cash upon termination of employment.

Who is the reporting person in this International Paper (IP) insider filing?

The reporting person is Holly G. Goughnour, who serves as Vice President & Chief Accounting Officer of International Paper Company.