Rayonier (RYN) SVP Corr receives 18,164-share grant tied to merger PSUs

Rhea-AI Filing Summary

Rayonier Inc. senior vice president of real estate development Christopher T. Corr reported receiving 18,164 common shares on January 30, 2026 at a price of $0, increasing his directly held stake to 90,444 shares. He also has 635.47 common shares held indirectly in trust.

The award relates to a merger in which PotlatchDeltic Corporation combined with a Rayonier subsidiary, triggering a deemed change of control for Rayonier performance share units (PSUs). Corr holds 5,430, 5,775, and 6,959 PSUs scheduled to vest on April 1, 2026, 2027, and 2028, now subject only to time-based vesting.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider CORR CHRISTOPHER T

Role SVP, Real Estate Development

Type	Security	Shares	Price	Value
Grant/Award	Common Shares	18,164	$0.00	--
holding	Common Shares	--	--	--

Holdings After Transaction: Common Shares — 90,444 shares (Direct); Common Shares — 635.47 shares (Indirect, In Trust)

Footnotes (1)

1. In connection with the terms of the Agreement and Plan of Merger, dated October 13, 2025, by and among Rayonier Inc. ("Registrant"), Potlatchdeltic Corporation ("Potlatch"), and Redwood Merger Sub, LLC, a direct, wholly owned subsidiary of Registrant ("Merger Sub"), Potlatch merged with and into Merger Sub, with Merger Sub surviving as a direct, wholly owned subsidiary of the Registrant (the "Effective Time" and such transaction, the "Merger"). As a result of the Merger, at the Effective Time, a change of control was deemed to occur for each outstanding performance share unit ("PSU") award issued by the Registrant, resulting in each PSU award being deemed achieved based on the greater of target and actual performance. As a result, at the Effective Time, each PSU award was only subject to a time-based vesting condition based on the original vesting date of the PSU prior to the Effective Time. The Reporting Person held 5,430 PSUs, 5,775 PSUs and 6,959 PSUs that will vest on April 1, 2026, April 1, 2027 and April 1, 2028, respectively.

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^*

CORR CHRISTOPHER T

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, Real Estate Development

3. Date of Earliest Transaction (Month/Day/Year)
01/30/2026

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	01/30/2026		A		18,164(1)(2)	A	$0	90,444	D
Common Shares								635.47	I	In Trust

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. In connection with the terms of the Agreement and Plan of Merger, dated October 13, 2025, by and among Rayonier Inc. ("Registrant"), Potlatchdeltic Corporation ("Potlatch"), and Redwood Merger Sub, LLC, a direct, wholly owned subsidiary of Registrant ("Merger Sub"), Potlatch merged with and into Merger Sub, with Merger Sub surviving as a direct, wholly owned subsidiary of the Registrant (the "Effective Time" and such transaction, the "Merger"). As a result of the Merger, at the Effective Time, a change of control was deemed to occur for each outstanding performance share unit ("PSU") award issued by the Registrant, resulting in each PSU award being deemed achieved based on the greater of target and actual performance. As a result, at the Effective Time, each PSU award was only subject to a time-based vesting condition based on the original vesting date of the PSU prior to the Effective Time.

2. The Reporting Person held 5,430 PSUs, 5,775 PSUs and 6,959 PSUs that will vest on April 1, 2026, April 1, 2027 and April 1, 2028, respectively.

Remarks:

	/s/ Sarah E. Miles / Attorney-In-Fact	02/03/2026
	** 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.

FAQ

What insider transaction did Rayonier (RYN) report for Christopher T. Corr?

Rayonier reported that SVP Christopher T. Corr received 18,164 common shares on January 30, 2026 at a price of $0. This increased his directly held position to 90,444 shares, reflecting equity compensation tied to the company’s merger-related performance share arrangements.

How many Rayonier (RYN) shares does Christopher T. Corr own after this Form 4?

After the reported grant, Christopher T. Corr directly owns 90,444 Rayonier common shares and indirectly holds 635.47 shares in trust. These positions reflect his current reported equity stake in the company following the January 30, 2026 award transaction at no cash cost.

Why did Christopher T. Corr receive 18,164 Rayonier (RYN) shares at $0?

The 18,164-share award at $0 is linked to Rayonier’s merger with PotlatchDeltic, which triggered a deemed change of control for performance share units. The PSU awards became earned based on performance, then continued as time-based vesting, resulting in the reported share acquisition.

What merger is referenced in Christopher Corr’s Rayonier (RYN) Form 4 footnotes?

The footnotes describe an Agreement and Plan of Merger among Rayonier Inc., PotlatchDeltic Corporation, and Redwood Merger Sub, LLC. PotlatchDeltic merged into Redwood Merger Sub, which remained a wholly owned Rayonier subsidiary, and this transaction constituted the merger and effective time for PSU treatment.

How were Rayonier (RYN) performance share units affected by the PotlatchDeltic merger?

At the merger’s effective time, each outstanding performance share unit was deemed earned based on the greater of target or actual performance. After that point, each PSU was subject only to time-based vesting, following its original vesting schedule set before the change of control event.

What future vesting schedule does Christopher T. Corr have for Rayonier (RYN) PSUs?

Christopher T. Corr holds 5,430 PSUs vesting April 1, 2026, 5,775 PSUs vesting April 1, 2027, and 6,959 PSUs vesting April 1, 2028. These awards, affected by the merger, now vest solely based on time rather than additional performance conditions.