Equity awards taxed for Weyerhaeuser (NYSE: WY) senior VP shares

Rhea-AI Filing Summary

Weyerhaeuser senior vice president Kristy T. Harlan reported two tax-related share dispositions tied to equity award vesting. A total of 9,590 common shares and 8,455 common shares were withheld at $24.53 per share to cover taxes on restricted stock unit and performance share unit vestings. After these transactions, Harlan directly holds 236,675.7405 common shares.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Harlan Kristy T.

Role Senior Vice President

Type	Security	Shares	Price	Value
Tax Withholding	Common	9,590	$24.53	$235K
Tax Withholding	Common	8,455	$24.53	$207K

Holdings After Transaction: Common — 245,130.741 shares (Direct)

Footnotes (1)

1. These shares are being withheld to cover taxes for restricted stock unit vestings. The number of shares reflects the settlement of fractional shares in cash upon full vesting of the 2022 restricted stock unit award. These shares are being withheld to cover taxes for a performance share unit vesting. The number of shares reflects the settlement of fractional shares in cash upon full vesting of the 2023 performance stock unit award.

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
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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^*

Harlan Kristy T.

(Last) (First) (Middle)

220 OCCIDENTAL AVE SOUTH

(Street)

SEATTLE WA 98104

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
WEYERHAEUSER CO [ WY ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Senior Vice President

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

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	03/01/2026		F		9,590(1)	D	$24.53	245,130.7405	D
Common	03/01/2026		F		8,455(2)	D	$24.53	236,675.7405	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. These shares are being withheld to cover taxes for restricted stock unit vestings. The number of shares reflects the settlement of fractional shares in cash upon full vesting of the 2022 restricted stock unit award.

2. These shares are being withheld to cover taxes for a performance share unit vesting. The number of shares reflects the settlement of fractional shares in cash upon full vesting of the 2023 performance stock unit award.

	/s/ Jose J. Quintana, Attorney-in-fact for Kristy T. Harlan	03/03/2026
	** 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 Weyerhaeuser (WY) report for Kristy T. Harlan?

Kristy T. Harlan reported two tax-withholding dispositions of Weyerhaeuser common shares. In total, 9,590 and 8,455 shares were withheld to satisfy taxes on vesting equity awards rather than sold in open-market transactions.

Why were Weyerhaeuser (WY) shares withheld from Kristy T. Harlan’s awards?

The shares were withheld to cover tax obligations triggered by vesting equity awards. One footnote cites a 2022 restricted stock unit award, and another cites a 2023 performance share unit award, with fractional shares settled in cash upon full vesting.

What were the share amounts and price involved in Kristy T. Harlan’s Weyerhaeuser transactions?

The filing shows 9,590 and 8,455 Weyerhaeuser common shares withheld. Both dispositions used a transaction price of $24.53 per share, according to the Form 4 data for these non-derivative, tax-withholding transactions.

How many Weyerhaeuser (WY) shares does Kristy T. Harlan hold after these Form 4 transactions?

After the reported tax-withholding dispositions, Kristy T. Harlan directly holds 236,675.7405 Weyerhaeuser common shares. The ownership is listed as direct in the filing, reflecting her remaining stake following the equity award vesting events.

Do Kristy T. Harlan’s Weyerhaeuser Form 4 transactions represent open-market sales?

No, the transactions are coded “F” and described as tax-withholding dispositions. Footnotes explain the shares were withheld to pay taxes on restricted stock and performance share unit vestings, rather than discretionary open-market sales.