International Paper (NYSE: IP) director reports stock grant and tax withholding

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

International Paper director Ahmet C. Dorduncu reported routine equity compensation changes. He received an award of 5,298 shares of common stock for service as a director for the 2026-2027 service year, which will become free of restrictions and non-forfeitable upon specified events such as May 12, 2027, death, disability, retirement, or certain resignations.

To cover tax liability from the vesting of a prior director award for the 2025-2026 service year, 1,186 shares were withheld. After these transactions, Dorduncu directly holds 45,393 shares of International Paper common stock.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Dorduncu Ahmet C

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	5,298	$0.00	--
Tax Withholding	Common Stock	1,186	$32.47	$39K

Holdings After Transaction: Common Stock — 45,393 shares (Direct, null)

Footnotes (1)

Share numbers rounded. The shares reported were awarded to the participant for service as a director for the 2026-2027 service year. Shares become free of restrictions and non-forfeitable on the earliest of: (i) May 12, 2027, (ii) death, (iii) disability, (iv) retirement or (v) resignation with the consent of the Board of Directors. In the event of a resignation, the award would be reduced pro rata based on length of service. Represents shares withheld for the payment of tax liability from the vesting of the award to the reporting person for service as a director for the 2025-2026 service year.

Key Figures

Shares granted: 5,298 shares Shares withheld for taxes: 1,186 shares Post-transaction holdings: 45,393 shares +1 more

4 metrics

Shares granted 5,298 shares Director award for 2026-2027 service year

Shares withheld for taxes 1,186 shares Tax liability from vesting 2025-2026 director award

Post-transaction holdings 45,393 shares Common stock held directly after transactions

Tax withholding reference price $32.47 per share Price used for tax-withholding disposition

Key Terms

tax liability, non-forfeitable, service as a director, vesting

4 terms

tax liability financial

"Represents shares withheld for the payment of tax liability from the vesting of the award"

non-forfeitable financial

"Shares become free of restrictions and non-forfeitable on the earliest of: (i) May 12, 2027"

service as a director financial

"awarded to the participant for service as a director for the 2026-2027 service year"

vesting financial

"from the vesting of the award to the reporting person for service as a director"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

Form 4 Insider Transactions: What Each Field Means →

05/14/2026 - 12:12 PM

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^*

Dorduncu Ahmet C

(Last)

(First)

(Middle)

INTERNATIONAL PAPER COMPANY

6400 POPLAR AVENUE

(Street)

MEMPHIS

TENNESSEE

38197

(City)

(State)

(Zip)

UNITED STATES

(Country)

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

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)
05/12/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/12/2026		A		5,298⁽¹⁾⁽²⁾	A	$0	45,393⁽¹⁾	D
Common Stock	05/12/2026		F		1,186⁽¹⁾⁽³⁾	D	$32.47	44,207⁽¹⁾	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Share numbers rounded.

2. The shares reported were awarded to the participant for service as a director for the 2026-2027 service year. Shares become free of restrictions and non-forfeitable on the earliest of: (i) May 12, 2027, (ii) death, (iii) disability, (iv) retirement or (v) resignation with the consent of the Board of Directors. In the event of a resignation, the award would be reduced pro rata based on length of service.

3. Represents shares withheld for the payment of tax liability from the vesting of the award to the reporting person for service as a director for the 2025-2026 service year.

Remarks:

Power of Attorney on file.

	/s/ Vincent T. Smith, Attorney-in-Fact for Mr. Dorduncu	05/14/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did International Paper (IP) report for Ahmet C. Dorduncu?

International Paper director Ahmet C. Dorduncu reported two equity-related transactions. He received a grant of 5,298 common shares as director compensation and had 1,186 shares withheld to cover tax liability from a previously vested director award.

How many International Paper (IP) shares were granted to the director in this Form 4?

The filing shows a grant of 5,298 International Paper common shares to director Ahmet C. Dorduncu. These shares serve as compensation for the 2026-2027 board service year and are subject to restrictions that lapse upon specified future events.

Why were 1,186 International Paper (IP) shares disposed of in the transaction?

The 1,186 shares shown as a disposition were withheld to pay tax liability on a vesting director award. This tax-withholding disposition is not an open-market sale, but an administrative step tied to compensation for the 2025-2026 service year.

What are Ahmet C. Dorduncu’s International Paper (IP) holdings after these transactions?

After the reported grant and tax-withholding disposition, Ahmet C. Dorduncu directly holds 45,393 shares of International Paper common stock. This figure reflects his updated ownership position following the compensation-related equity changes on May 12, 2026.

When do the newly granted International Paper (IP) director shares become non-forfeitable?

The newly granted shares become free of restrictions and non-forfeitable on the earliest of May 12, 2027, death, disability, retirement, or a resignation accepted by the board. A resignation would reduce the award pro rata based on service length.