Director James Shepherd awarded 25,000 Mercer (NASDAQ: MERC) shares as restricted stock

Rhea-AI Filing Summary

Shepherd James reported acquisition or exercise transactions in this Form 4 filing.

Mercer International director James Shepherd received a grant of 25,000 shares of Common Stock as a restricted stock award. The award was granted under Mercer’s non-employee director compensation program and its Amended and Restated 2022 Stock Incentive Plan for the board term starting June 1, 2026 and running until the next annual general meeting in 2027. These shares vest on the earlier of the one-year anniversary of the grant date or the date of the 2027 annual general meeting. After this grant, Shepherd directly holds 133,471 Mercer common shares. The transaction reflects stock-based compensation rather than an open-market purchase.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Shepherd James

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	25,000	$0.00	--

Holdings After Transaction: Common Stock — 133,471 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Restricted stock award: 25,000 shares Grant price: $0.0000 per share Shares held after grant: 133,471 shares

3 metrics

Restricted stock award 25,000 shares Non-employee director grant of Common Stock

Grant price $0.0000 per share Indicates compensation grant, not market purchase

Shares held after grant 133,471 shares Total direct Mercer International holdings after transaction

Key Terms

restricted stock award, non-employee director compensation program, Amended and Restated 2022 Stock Incentive Plan, vest

4 terms

restricted stock award financial

"Represents a restricted stock award by Mercer International Inc. ("Mercer") to the Reporting Person"

A restricted stock award is company shares given to an employee or executive that cannot be sold or fully owned until certain conditions—like staying with the company for a set time or hitting performance targets—are met. Think of it as a gift that only becomes yours after you fulfill specific obligations; for investors, these awards matter because they can increase the total shares outstanding when they vest, reveal how management is being paid and motivated, and create potential selling pressure when restrictions lift.

non-employee director compensation program financial

"under Mercer's non-employee director compensation program and the Amended and Restated 2022 Stock Incentive Plan"

Amended and Restated 2022 Stock Incentive Plan financial

"under Mercer's non-employee director compensation program and the Amended and Restated 2022 Stock Incentive Plan"

vest financial

"These shares vest on the earlier of the one-year anniversary of the grant date or the date of the 2027 AGM"

A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.

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Form 4 Insider Transactions: What Each Field Means →

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^*

Shepherd James

(Last) (First) (Middle)

SUITE 1120-700 WEST PENDER STREET

(Street)

VANCOUVER BRITISH COLUMBIA V6C 1G8

(City) (State) (Zip)

BRITISH COLUMBIA, CANADA

(Country)

2. Issuer Name and Ticker or Trading Symbol
MERCER INTERNATIONAL INC. [ MERC ]

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)
06/02/2026

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/02/2026		A		25,000(1)	A	$0	133,471	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 a restricted stock award by Mercer International Inc. ("Mercer") to the Reporting Person under Mercer's non-employee director compensation program and the Amended and Restated 2022 Stock Incentive Plan in respect of the board term commencing June 1, 2026 and ending at its next regularly scheduled annual general meeting in 2027 (the "2027 AGM"). These shares vest on the earlier of the one-year anniversary of the grant date or the date of the 2027 AGM.

	/s/James Shepherd	06/02/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What did Mercer International (MERC) director James Shepherd report in this Form 4?

James Shepherd reported receiving a grant of 25,000 shares of Mercer International Common Stock as a restricted stock award. The award is part of the company’s non-employee director compensation program and was granted at no cash purchase price to Shepherd.

Is the James Shepherd Form 4 transaction for MERC a market buy or compensation grant?

The transaction is a compensation-related restricted stock award, not an open-market share purchase. The Form 4 identifies it as a grant or award acquisition, with a price per share of $0.0000, indicating stock-based pay for board service at Mercer International.

How many Mercer International (MERC) shares did James Shepherd receive and what are his holdings now?

James Shepherd received 25,000 shares of Mercer International Common Stock in this award. Following the transaction, his direct holdings increased to 133,471 shares, according to the Form 4 disclosure of total shares following the transaction.

When do James Shepherd’s newly granted Mercer International restricted shares vest?

The 25,000 restricted shares vest on the earlier of the one-year anniversary of the grant date or the date of Mercer International’s next regularly scheduled annual general meeting in 2027, giving a vesting horizon tied to either time or that shareholder meeting.

Under what plan was the MERC restricted stock award to James Shepherd granted?

The award was granted under Mercer International’s non-employee director compensation program and the Amended and Restated 2022 Stock Incentive Plan. This plan governs equity-based compensation for directors who are not company employees serving on the board.

What board term does James Shepherd’s Mercer International stock award relate to?

The restricted stock award relates to the board term commencing June 1, 2026 and ending at Mercer International’s next regularly scheduled annual general meeting in 2027. The grant compensates Shepherd for serving as a non-employee director during that specific term.