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PotlatchDeltic Corporation 8-K Filings

PCH NASDAQ

Every 8-K that PotlatchDeltic Corporation (PCH) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow PCH and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full PCH filings page.

Rhea-AI Summary

PotlatchDeltic Corporation has completed its merger with Rayonier Inc., with PotlatchDeltic merging into Rayonier’s subsidiary Redwood Merger Sub, LLC, which continues as the surviving entity and a wholly owned subsidiary of Rayonier.

At the effective time of the merger, each share of PotlatchDeltic common stock was canceled and converted into the right to receive 1.8185 Rayonier common shares plus $0.61 in cash, with cash paid in lieu of fractional Rayonier shares. PotlatchDeltic equity awards, including restricted stock units, performance share awards and stock equivalent units, were converted into Rayonier restricted or stock equivalent units using an equity award exchange ratio of 1.8449, with performance awards deemed earned at set target levels for the 2024–2026 grant cycles. Vested stock options with value were converted into Rayonier shares based on the merger consideration value; underwater options were canceled for no consideration.

In connection with closing, PotlatchDeltic common stock will be halted after trading on January 30, 2026, and Nasdaq will file Form 25 on February 2, 2026 to delist and deregister the shares. The surviving entity also plans to file Form 15 to terminate registration and suspend reporting obligations. All PotlatchDeltic directors and officers ceased their roles at closing, and several former PotlatchDeltic directors joined Rayonier’s board.

Rhea-AI Summary

PotlatchDeltic Corporation held a special stockholder meeting to vote on its previously announced merger of equals with Rayonier Inc. Stockholders approved the Merger Agreement under which PotlatchDeltic will merge into a Rayonier subsidiary, which will remain a direct, wholly owned subsidiary of Rayonier.

The merger is expected to close on or around January 30, 2026, subject to remaining customary conditions. Of 77,416,980 shares outstanding and entitled to vote as of December 26, 2025, a quorum of 65,418,226 shares was present.

The merger proposal passed with 65,171,046 shares for, 79,564 against and 167,616 abstentions. A separate advisory vote on merger-related compensation for named executive officers did not pass, with 18,591,498 shares for, 46,538,257 against and 288,471 abstentions.

Rhea-AI Summary

PotlatchDeltic Corporation filed an update related to its pending merger with Rayonier Inc., focusing on shareholder litigation and added disclosures. The company reports three lawsuits and several demand letters alleging that the joint proxy statement/prospectus omits or inadequately describes certain information about the merger. While PotlatchDeltic and Rayonier state they believe these claims are without merit, they are voluntarily supplementing the joint proxy statement/prospectus to avoid cost, distraction and potential delay of the merger.

The supplemental disclosures expand detail on the valuation work by Morgan Stanley and BofA Securities, including discounted cash flow assumptions, discount rates, perpetuity growth rates, implied per-share value ranges, analyst price targets and selected company multiples. The filing also reiterates the special shareholder and stockholder meetings scheduled for January 27, 2026, includes extensive forward‑looking statements risk language, and reminds investors to review the joint proxy statement/prospectus and related SEC filings before voting.

Rhea-AI Summary

PotlatchDeltic Corporation has posted new investor presentation materials on the Investor Relations section of its website and attached them as Exhibit 99.1. The company expects to use these materials, in whole or in part, in presentations to investors, analysts and others. The presentation includes reconciliations of all non-GAAP financial measures used to the most directly comparable GAAP measures, helping readers see how adjusted figures relate to standard accounting results. The information and the exhibit are furnished under Regulation FD and are not deemed “filed” for liability purposes or automatically incorporated into other securities offerings.

Rhea-AI Summary

PotlatchDeltic Corporation furnished an 8‑K announcing results for the quarter ended September 30, 2025. The company provided its third‑quarter 2025 operating and financial update via a press release furnished as Exhibit 99.1.

The report states the information is furnished, not filed, under the Exchange Act and will only be incorporated by reference if specifically identified.

Rhea-AI Summary

PotlatchDeltic (PCH) announced an all-stock merger of equals with Rayonier. Each PotlatchDeltic share will convert into 1.7339 Rayonier common shares at closing, with cash paid in lieu of fractional shares. Rayonier also declared a $1.40 per-share special dividend (up to 25% in cash, remainder in stock) payable on December 12, 2025 to holders of record on October 24, 2025; the merger exchange will be adjusted to reflect the stock and cash components of that dividend.

The combined company will have a new name, be headquartered in Atlanta, and feature a 10-member board (four directors from each company plus the two CEOs). Mark D. McHugh will serve as CEO and Eric J. Cremers as Executive Chair for two years. Closing is subject to shareholder approvals, HSR clearance, effectiveness of a Form S-4, and NYSE listing of the new shares. The outside date is July 13, 2026 with a possible 90-day extension for regulatory approvals.

Termination fees are $138,000,000 payable by PotlatchDeltic in certain circumstances and $159,000,000 payable by Rayonier in certain circumstances. PotlatchDeltic also approved accelerated vesting of director RSUs at closing and removed a six‑month seasoning requirement for double‑trigger vesting on employee RSUs/awards.

Rhea-AI Summary

PotlatchDeltic Corporation entered into a Twelfth Amendment to its Second Amended and Restated Term Loan Agreement, adding a new unsecured multi-segment Term Loan X totaling $127,500,000. The facility includes an initial $100,000,000 commitment with an additional $27,500,000 step-up in commitment and funding.

The company can draw Term Loan X as a Fixed Rate Loan, a Daily Simple SOFR Loan, a Term SOFR Loan, or a mix of these. On August 27, 2025, lenders funded the initial $100,000,000 as a Daily Simple SOFR Loan maturing on August 27, 2035, with interest at Daily Simple SOFR plus 2.30% per year. The initial proceeds were used to refinance an existing $100,000,000 Term Loan J under the prior agreement.

Rhea-AI Summary

PotlatchDeltic Corporation furnished an update for investors by posting new presentation materials on its Investor Relations website on August 18, 2025. These materials are attached as Exhibit 99.1 to the report and may be used in meetings with investors, analysts and others.

The presentation includes reconciliations for all non-GAAP financial measures back to the most directly comparable GAAP measures, helping readers understand how those figures are derived. The information in this report and its exhibit is being furnished under Regulation FD, rather than filed, which affects how it is treated under securities law.