STOCK TITAN

Tax-withholding share disposals by Weyerhaeuser (NYSE: WY) CEO

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Weyerhaeuser President and CEO Devin W. Stockfish reported two tax-related share dispositions of company common stock. On restricted stock unit and performance share unit vesting, a total of 48,338 shares and 43,844 shares were withheld at $24.53 per share to cover tax obligations. After these tax-withholding dispositions, he directly owned 1,202,826.3068 Weyerhaeuser common shares.

Positive

  • None.

Negative

  • None.
Insider Stockfish Devin W
Role President and CEO
Type Security Shares Price Value
Tax Withholding Common 48,338 $24.53 $1.19M
Tax Withholding Common 43,844 $24.53 $1.08M
Holdings After Transaction: Common — 1,246,670.307 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.
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*
Stockfish Devin W

(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)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President and CEO
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 48,338(1) D $24.53 1,246,670.3068 D
Common 03/01/2026 F 43,844(2) D $24.53 1,202,826.3068 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 Devin W. Stockfish 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 did Weyerhaeuser (WY) CEO Devin Stockfish report on this Form 4?

Devin W. Stockfish reported two tax-withholding dispositions of Weyerhaeuser common shares. Shares were withheld upon vesting of restricted stock units and performance share units to satisfy tax obligations, rather than sold in the open market, reflecting routine equity compensation mechanics.

How many Weyerhaeuser shares were withheld for taxes and at what price?

A total of 48,338 and 43,844 Weyerhaeuser common shares were withheld for taxes. Both transactions used a price of $24.53 per share, as disclosed, to cover tax liabilities tied to equity award vestings under Stockfish’s compensation plans.

Why were Weyerhaeuser (WY) shares disposed of in Devin Stockfish’s filing?

The shares were disposed of to cover taxes on vested equity awards. Footnotes state the withholdings related to 2022 restricted stock unit vesting and 2023 performance stock unit vesting, with fractional shares settled in cash upon full vesting of those stock-based awards.

How many Weyerhaeuser shares does Devin Stockfish own after these transactions?

After the reported tax-withholding dispositions, Devin W. Stockfish directly owned 1,202,826.3068 Weyerhaeuser common shares. This figure reflects his remaining direct holdings following the share withholdings tied to the vesting of restricted and performance-based equity awards in early 2026.

Were the Weyerhaeuser CEO’s transactions open-market sales of WY stock?

No. The filing classifies them as tax-withholding dispositions under code F. Footnotes explain the company withheld shares from vested restricted and performance stock unit awards to satisfy tax liabilities, instead of Stockfish selling shares independently in the open market.