Sylvamo Corp SEC Filings

Sylvamo (SLVM) adopted a shareholder rights plan, declaring a dividend of one preferred share purchase right for each common share outstanding on November 20, 2025 (the record date). Each right lets the holder buy one one‑thousandth of a share of Series B Preferred Stock at $215.00, subject to adjustment.

The rights attach to common shares until a Distribution Date, which occurs if a person or group acquires 15% or more of the common shares, or starts a tender/exchange offer that would reach that level. Certain Schedule 13G filers are excluded below 20%, with specified conditions. The plan expires November 9, 2026.

If triggered, the plan includes a flip‑in allowing holders (other than the acquirer) to purchase common shares valued at two times the exercise price, and the Board may elect an exchange of one common share per right. The Board can redeem all rights before a trigger for $0.001 per right. Until exercised, rights carry no voting or dividend rights.

Sylvamo (SLVM) reported softer third-quarter results. Net sales were $846 million versus $965 million a year ago, and net income was $57 million versus $95 million. Diluted EPS was $1.41 versus $2.27. Adjusted EBITDA was $151 million with an 18% margin, compared with $193 million and a 20% margin last year. Management cited lower North America volume tied to International Paper’s Georgetown mill closure and unfavorable price/mix in Europe, partly offset by better operations and costs.

By segment, Q3 business segment operating profit was $84 million in North America, $35 million in Latin America, and a loss of $21 million in Europe. Cash from operations was $87 million in the quarter; free cash flow was $33 million after $54 million of capital spending. The company returned cash via an $18 million dividend and $42 million of share repurchases. On the balance sheet, cash was $94 million, long‑term debt was $778 million, and total equity was $977 million. Looking to Q4, the company expects price and mix to be unfavorable, volume to improve, and planned maintenance outage costs to rise by $18 million.

Sylvamo Corporation announced board changes tied to its prior Cooperation Agreement with the Atlas Group. On November 5, 2025, Atlas delivered written notices designating that Karl Meyers and Mark Wilde resign from Sylvamo’s Board of Directors and notified Sylvamo of those deliveries. Atlas also waived its right under Section 1(c)(i) of the agreement to recommend a substitute for either director.

Effective upon delivery of the notices on November 5, 2025, Mr. Meyers and Mr. Wilde resigned pursuant to clause (iv) of their irrevocable resignation letters executed at the time of their initial appointment under the agreement. Under the agreement’s terms, the Cooperation Period will terminate on the fifth business day after delivery—November 13, 2025.

Atlas/ACR-affiliated holders filed Amendment No. 3 to their Schedule 13D on Sylvamo (SLVM). The group reports beneficial ownership of 6,312,454 shares of common stock, or 15.64%, based on 40,372,555 shares outstanding as of August 1, 2025.

On November 5, 2025, to terminate the “Cooperation Period” under a Cooperation Agreement, the reporting persons delivered Director Resignation Notices designating that Karl Meyers and Mark Wilde resign from the board and waived their right to recommend substitutes. The filing states the group may consider various strategic actions and will continue to review its investment.

The filing also discloses a financing item: ACR Group Paper Holdings JR LP has borrowed approximately $254.9 million under a margin loan facility. Each reporting person disclaims beneficial ownership except for shares held directly.

Sylvamo Corporation entered into two agreements with International Paper tied to its post-spin arrangements. A letter agreement, effective October 1, 2025, updates certain terms of the Riverdale Supply and Offtake Agreement as IP plans to convert paper machine no. 16 at the Riverdale, Alabama mill by Q3 2026. The underlying supply agreement otherwise remains in full force and effect.

Sylvamo also executed a First Amendment to the Brazil Payment Agreement. That agreement provides that if certain Brazil forestlands of a Sylvamo affiliate are sold, Sylvamo’s affiliate will pay an IP affiliate $100 million, with a guarantee by Sylvamo North America. Aside from the amendment, the Brazil Payment Agreement remains in full force and effect. Copies of both agreements are filed as exhibits.

Sylvamo (SLVM) reported insider activity by officer Shawn M. Lawson (SVP, General Manager Europe). On 10/17/2025, 157.1557 dividend equivalent units (DEUs) accrued in connection with previously granted restricted stock units (RSUs).

Each DEU represents the right to receive, subject to vesting, one share of Sylvamo common stock, and will vest and be settled on the same terms and conditions as the related RSUs. After this transaction, derivative securities beneficially owned were 293.0252, held directly.

Sylvamo (SLVM) insider transaction: The company’s SVP Chief Financial Officer reported acquiring 200.7705 dividend equivalent units on 10/17/2025 (transaction code A). Each DEU represents the right to receive one share of common stock, subject to vesting, and will vest and be settled on the same terms as the related RSUs.

Following the transaction, 374.3473 derivative securities were beneficially owned. The price of the derivative security was $42.