[8-K] Sylvamo Corp Reports Material Event

Rhea-AI Filing Summary

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.

Insights

Corporate governance analyst

Two directors resigned; cooperation period ends Nov 13, 2025.

Sylvamo reports that, as part of ending its Cooperation Agreement with the Atlas Group, Atlas designated the resignations of Karl Meyers and Mark Wilde and waived its right to recommend replacements. The resignations became effective upon delivery on November 5, 2025.

Per the agreement, the Cooperation Period terminates on the fifth business day after delivery—November 13, 2025. This filing outlines a governance transition mechanism set by the prior agreement; it does not address operational or financial metrics.

Near term, board composition and committee assignments may be updated through regular processes. Subsequent filings may provide any additional board changes or appointments, if made.

Sylvamo Corp false 0001856485 0001856485 2025-11-05 2025-11-05

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d)

of The Securities Exchange Act of 1934

Date of Report (date of earliest event reported): November 5, 2025

SYLVAMO CORPORATION

(Exact name of registrant as specified in its charter)

Commission file number 001-40718

Delaware		86-2596371
(State or other jurisdiction of incorporation)		(I.R.S. Employer Identification No.)

6077 Primacy Parkway, Memphis, Tennessee		38119
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (901) 519-8000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $1 per share par value		SLVM		New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On November 5, 2025, in order to terminate the “Cooperation Period” under the Cooperation Agreement, dated February 14, 2023 (the “Cooperation Agreement”), by and among Sylvamo Corporation (“Sylvamo”) and Atlas FRM LLC and certain of its affiliates (collectively, the “Atlas Group”), the Atlas Group: (i) delivered to Karl Meyers and Mark Wilde, each then-current directors of Sylvamo, a notice designating in writing that Mr. Meyers and Mr. Wilde resign from the Board of Directors (the “Board”) of Sylvamo (each such notice, a “Director Resignation Notice”) and notified Sylvamo in writing that such Director Resignation Notices were delivered and (ii) delivered notice to Sylvamo in writing that the Atlas Group waived its rights under Section 1(c)(i) of the Cooperation Agreement to recommend a substitute person to replace either Mr. Meyers or Mr. Wilde as directors of Sylvamo.

Effective upon delivery of each Director Resignation Notice on November 5, 2025, Mr. Meyers and Mr. Wilde resigned from the Board pursuant to clause (iv) of the respective irrevocable letter of resignation executed and delivered in connection with their initial appointment to the Board pursuant to the Cooperation Agreement.

Pursuant to the Cooperation Agreement, with the delivery of the Director Resignation Notices and the aforementioned waiver by the Atlas Group on November 5, 2025, the Cooperation Period will terminate on the fifth business day after such delivery date, or on November 13, 2025.

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: November 6, 2025				Sylvamo Corporation
				By:		/s/ Matthew Barron
				Name:		Matthew Barron
				Title:		Senior Vice President and Chief Administrative and Legal Officer