Rayonier (RYN) director granted 984 shares for Q3 2025 retainer in lieu of cash

Rhea-AI Filing Summary

Rayonier Inc. director reports stock compensation for board service

A Rayonier Inc. director reported receiving 984 common shares on 11/28/2025 at a price of $22.21 per share. These shares were issued as payment of the director’s quarterly retainer for Q3 2025, based on an election to receive stock instead of cash under the Non-Employee Director Compensation Election to Receive Shares in Lieu of Cash.

Following this transaction, the director beneficially owns 33,365 Rayonier common shares, held directly. The filing reports only non-derivative common shares, with no derivative securities listed.

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^*

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)
11/28/2025

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	11/28/2025	11/28/2025	A		984(1)	A	$22.21	33,365	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 Q3 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	12/01/2025
	** 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 insider transaction did Rayonier Inc. (RYN) report in this Form 4?

A Rayonier Inc. director received 984 common shares on 11/28/2025 as quarterly retainer compensation for Q3 2025, instead of taking the retainer in cash.

At what price were the Rayonier (RYN) shares issued to the director?

The director received 984 Rayonier common shares at a reported price of $22.21 per share as part of the Q3 2025 retainer compensation.

How many Rayonier (RYN) shares does the director own after this transaction?

After the reported transaction, the director beneficially owns 33,365 Rayonier common shares, held directly.

Was this Rayonier (RYN) Form 4 transaction a purchase on the open market?

No. The 984 shares were issued as payment of the director's quarterly retainer for Q3 2025 under an election to receive shares in lieu of cash, not as an open-market purchase.

Does this Rayonier (RYN) Form 4 report any options or other derivative securities?

No. The filing’s Table II for derivative securities is present but contains no reported derivative transactions; only common share compensation is disclosed.

What compensation program is referenced in this Rayonier (RYN) insider transaction?

The shares were issued under the Non-Employee Director Compensation Election to Receive Shares in Lieu of Cash, reflecting the director’s choice to take the Q3 2025 retainer in stock.