Rayonier (RYN) director issued 832 shares for retainer pay

Rhea-AI Filing Summary

Rayonier Inc. director Keith E. Bass received 832 common shares on 08/29/2025 as payment of his quarterly retainer elected in lieu of cash under the company’s Non-Employee Director Compensation plan. The shares were issued at an effective price of $26.28 per share and, after the issuance, Mr. Bass beneficially owned 32,381 common shares. The Form 4 was signed by an attorney-in-fact on 09/02/2025.

This filing documents a routine, non-derivative equity award to a director for compensation purposes rather than a market purchase or sale; no options, warrants, or other derivative transactions are reported.

Positive

• Director alignment with shareholders: Keith E. Bass elected to receive equity rather than cash, increasing his ownership to 32,381 shares
• Clear, compliant reporting: The Form 4 discloses the transaction date (08/29/2025), price ($26.28), and amount (832 shares), satisfying Section 16 reporting

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Routine director equity compensation reported; administrative, not a market-trading event.

This Form 4 discloses a standard compensation election where a non-employee director elected shares in lieu of cash for quarterly retainer pay. The issuance of 832 shares at $26.28 increases the director’s beneficial ownership to 32,381. From a governance perspective, this is a common mechanism to align director interests with shareholders without indicating any trading decision based on material nonpublic information. The filing contains no derivatives activity and appears procedural.

Securities Analyst

TL;DR: Minor ownership change; immaterial to company valuation or market liquidity.

The reported transaction is an issuance of shares for compensation, not a purchase or sale in the open market. The quantity (832 shares) relative to the director’s post-transaction holding (32,381) suggests a small incremental change. There are no indications of derivative exercises, voluntary market trades, or disclosure of intentions to buy/sell additional shares. This disclosure meets Section 16 reporting requirements and has no apparent immediate effect on cash flows or capital structure beyond routine share issuance for compensation.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider BASS KEITH E

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Shares	832	$26.28	$22K

Holdings After Transaction: Common Shares — 32,381 shares (Direct)

Footnotes (1)

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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^*

BASS KEITH E

(Last) (First) (Middle)

1 RAYONIER WAY

(Street)

WILDLIGHT FL 32097

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
RAYONIER INC [ RYN ]

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/29/2025

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 Shares	08/29/2025	08/29/2025	A		832(1)	A	$26.28	32,381	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. Reflects the number of common shares issued to the Reporting Person in payment of the Reporting Person's quarterly retainer in lieu of cash for Q2 2025 pursuant to the Reporting Person's election to participate in the Non-Employee Director Compensation Election to Receive Shares in Lieu of Cash.

Remarks:

	/s/ Sarah E. Miles / Attorney-In-Fact	09/02/2025
	** 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 transaction did Rayonier Inc. (RYN) report for director Keith E. Bass?

The Form 4 reports an issuance of 832 common shares to Mr. Bass on 08/29/2025 as payment of his quarterly retainer elected in lieu of cash.

At what price were the shares issued to Keith E. Bass?

The shares were issued at an effective price of $26.28 per share.

How many shares does Keith E. Bass beneficially own after the transaction?

After the issuance, Mr. Bass beneficially owned 32,381 common shares.

Does the Form 4 show any derivative transactions or market sales by the director?

No. The filing reports only a non-derivative issuance of common shares for compensation and shows no derivatives or open-market trades.

When was the Form 4 signed and who signed it?

The Form 4 is signed by an attorney-in-fact, Sarah E. Miles, with the signature date of 09/02/2025.