WEYERHAEUSER CO (WY) SEC Filings

Weyerhaeuser Company reported second quarter 2026 net sales of $1,867 million, slightly below $1,884 million a year earlier, while operating income increased to $223 million from $178 million. Net earnings rose to $162 million from $87 million, and basic and diluted earnings per share were $0.23 versus $0.12. Year-to-date, net sales were $3,594 million compared with $3,647 million, with net earnings of $318 million versus $170 million and earnings per share of $0.44 versus $0.23.

Results were supported by higher contributions from the Strategic Land Solutions segment, including a $94 million conservation easement sale in the Climate Solutions business, and by timberland divestitures. The company sold 29 thousand acres of Oregon timberlands for $114 million and 108 thousand acres of Virginia timberlands for $192 million, recording combined timberland sale gains of $129 million in 2026. A $28 million product remediation insurance recovery also aided Wood Products performance, while lower oriented strand board realizations and reduced structural lumber volumes weighed on net sales.

Year-to-date net cash from operations was $451 million. Investing activities provided $74 million, reflecting timberland and lumber mill sale proceeds after capital expenditures of $251 million. Financing activities used $479 million, including $304 million of common dividends and $20 million of share repurchases. As of June 30, 2026, cash and cash equivalents were $527 million, total debt (including commercial paper) carried at $5,425 million, and total equity was $9,456 million. Weyerhaeuser had $250 million of commercial paper outstanding and access to a $1.75 billion revolving credit facility, and management reported no legal proceedings expected to have a material adverse effect.

Weyerhaeuser Company reported second quarter 2026 net earnings of $162 million, or $0.23 per diluted share, on net sales of $1.9 billion, compared with net earnings of $87 million, or $0.12 per diluted share, on net sales of $1.9 billion a year earlier. Net earnings before special items were $91 million, or $0.13 per diluted share, versus $87 million in second quarter 2025 and $77 million in first quarter 2026. Adjusted EBITDA was $310 million, down from $336 million a year ago and slightly above $308 million in first quarter 2026.

Timberlands benefited from a $71 million gain on the sale of 29,000 acres of non-core Oregon timberlands for $114 million$129 million, lower than first quarter due to the absence of a $94 million conservation easement transaction, while Wood Products Adjusted EBITDA rose to $129 million on higher lumber and oriented strand board realizations. Net cash from operations reached $399 million, with Adjusted Funds Available for Distribution of $323 million. The company commenced operations at a second solar site and now expects full year 2026 Adjusted EBITDA for Strategic Land Solutions of approximately $450 million, a $25 million increase from its prior outlook.

Weyerhaeuser Company furnishes an investor presentation that updates its second-quarter 2026 outlook and details a long-term growth strategy to 2030. For 2026 Q2, Timberlands and Strategic Land Solutions expectations are unchanged versus Q1, while Wood Products earnings and Adjusted EBITDA are now projected to be approximately $20 million lower than Q1, excluding pricing impacts.

The company highlights strong leverage to lumber and oriented strand board pricing; higher Q2 lumber realizations are estimated to add about $70 million of Adjusted EBITDA over Q1 from price changes alone. Strategically, Weyerhaeuser targets $1.5 billion of incremental Adjusted EBITDA by 2030 against a 2024 baseline, driven by Timberlands, its renamed Strategic Land Solutions segment, Wood Products initiatives and enterprise-wide efficiency and innovation programs.

The presentation emphasizes climate-related businesses, including forest carbon, renewable energy, carbon capture and an emerging metallurgical biocarbon venture, alongside a capital allocation framework aiming to return 75–80% of Adjusted Funds Available for Distribution to shareholders annually through base dividends, supplemental dividends and share repurchases, supported by ongoing disciplined capital expenditure and an investment-grade balance sheet.

Weyerhaeuser Senior Vice President Brian K. Chaney reported a routine tax-related share disposition. On June 3, 2026, 3,491 shares of common stock were withheld at $24.39 per share to cover taxes on a restricted stock unit vesting, rather than being sold on the open market. After this withholding, Chaney directly holds about 115,460.3145 shares of Weyerhaeuser common stock. The filing also notes his reported holdings now include shares acquired through dividend reinvestment transactions since his last Form 4.

Weyerhaeuser Company furnished an investor presentation outlining its long-term growth and capital allocation strategy. The company targets $1.5 billion of incremental Adjusted EBITDA by 2030, measured against a 2024 baseline, driven by Timberlands, the newly named Strategic Land Solutions segment, Wood Products and enterprise initiatives.

The presentation highlights an unmatched North American timberland portfolio of more than 10 million owned acres in the U.S. and 13 million acres under long-term licenses in Canada, along with 33 manufacturing facilities and 22 distribution centers. From 2021 to 2025, Weyerhaeuser captured about $210 million in Operational Excellence improvements, returned more than $6 billion of cash to shareholders and increased its sustainable base dividend by over 5% annually.

The company plans to return 75–80% of Adjusted Funds Available for Distribution to shareholders each year through base dividends, supplemental dividends and share repurchases, while targeting average annual capital expenditures of $400–$450 million from 2026 through 2030. It also aims for about $250 million of annual Adjusted EBITDA from Climate Solutions by 2030 and reaffirms its 2040 net‑zero emissions goal.

Weyerhaeuser Company amended and restated its 2023 Deferred Compensation Plan, allowing designated employees, including executive officers, to defer between 10–50% of base salary and 10–100% of cash incentive awards into interest-bearing cash accounts or stock-equivalent accounts. The primary change removes the annual Compensation Committee premium previously credited on stock-equivalent deferrals. The revised plan will govern deferrals and distributions on amounts earned in 2027 and later years.

The company also reported results from its May 15, 2026 annual meeting, where shareholders elected 11 directors, approved on an advisory basis the 2026 executive compensation, and ratified KPMG LLP as independent auditors. The next annual meeting is scheduled for May 14, 2027.

Weyerhaeuser Company director Nicole Weyerhaeuser Piasecki reported receiving 7,832 share equivalents as a compensation award. These stock equivalents were acquired under the company’s Fee Deferral Plan for Directors, by deferring 7,832 restricted stock units that represent the equity portion of an annual retainer fee of $180,000.

The number of units was calculated using a price of $22.98, the average of the $23.40 high and $22.56 low trading prices on the grant date. Additional stock equivalents will accrue when dividends are paid, and all stock equivalents are settled in common shares after her board service ends. Following this award and prior dividend-related accruals, her reported holdings total 93,391.357 stock equivalents.

Weyerhaeuser Senior Vice President & CFO David M. Wold reported a routine tax-related share disposition. On the transaction date, 1,062 shares of common stock were withheld at $22.68 per share to cover taxes for a restricted stock unit vesting. Following this withholding, Wold directly holds about 164,829.5925 common shares, and the filing notes his holdings also reflect dividend reinvestment activity and cash settlement of fractional shares.

Williams Kim reported acquisition or exercise transactions in this Form 4 filing.

Weyerhaeuser director Kim Williams received new equity-based compensation. Williams was granted 7,832 restricted stock units as the equity portion of a $180,000.00 annual retainer, based on a $22.98 share price. Williams also deferred $120,000.00 of cash fees into 5,221.932 stock equivalents at the same price, bringing holdings to 61,545 common shares and 92,290.887 stock equivalents.