[Form 4] WEYERHAEUSER CO Insider Trading Activity

Rhea-AI Filing Summary

Weyerhaeuser Co director Nicole Weyerhaeuser Piasecki reported routine equity compensation activity. On 2026-05-09, 106.34 common shares were disposed of at $23.53 per share to cover tax obligations related to a restricted stock unit vesting, rather than as an open-market sale.

After this tax-withholding transaction, she directly holds 12,840 common shares and indirectly reports 784 common shares held by her spouse. Reported holdings also reflect dividend reinvestment transactions and a cash payment in lieu of fractional shares from the vesting.

Insights

Equity compensation and governance analyst

Form 4 shows routine tax withholding tied to RSU vesting, not an open-market sale.

The filing shows 106.34 Weyerhaeuser common shares were withheld at $23.53 per share to satisfy taxes on a restricted stock unit vesting. Code F transactions like this are mechanical and part of standard equity compensation administration.

Following the transaction, Nicole Weyerhaeuser Piasecki holds 12,840 common shares directly and 784 common shares indirectly through her spouse. Because the disposition is purely for tax withholding and not a discretionary market sale, its informational value for investors is limited and the overall signal is neutral.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider PIASECKI NICOLE WEYERHAEUSER

Role null

Type	Security	Shares	Price	Value
Tax Withholding	Common	106.34	$23.53	$3K
holding	Common	--	--	--

Holdings After Transaction: Common — 12,840 shares (Direct, null); Common — 784 shares (Indirect, Shares held by my spouse)

Footnotes (1)

1. These shares are being withheld to cover taxes for a restricted stock unit vesting. Reported holdings include shares acquired since the Reporting Person's last filing on Form 4 from dividend reinvestment transactions exempt from Section 16 of the Securities Exchange Act of 1934, as amended, and reflect a cash payment in lieu of fractional shares upon the restricted stock unit vesting.

Key Figures

Tax-withholding shares: 106.34 shares Withholding price: $23.53 per share Direct holdings after transaction: 12,840 shares +2 more

5 metrics

Tax-withholding shares 106.34 shares Common shares withheld for RSU tax on 2026-05-09

Withholding price $23.53 per share Price applied to 106.34 shares for tax withholding

Direct holdings after transaction 12,840 shares Common shares held directly after 2026-05-09 transaction

Indirect spouse holdings 784 shares Common shares held indirectly via spouse as reported

Tax-withholding transactions 1 transaction, 106.34 shares Summary tax withholding activity in this Form 4

Key Terms

restricted stock unit vesting, dividend reinvestment transactions, Section 16 of the Securities Exchange Act of 1934, tax-withholding disposition

4 terms

restricted stock unit vesting financial

"These shares are being withheld to cover taxes for a restricted stock unit vesting."

dividend reinvestment transactions financial

"Reported holdings include shares acquired ... from dividend reinvestment transactions exempt from Section 16..."

Section 16 of the Securities Exchange Act of 1934 regulatory

"dividend reinvestment transactions exempt from Section 16 of the Securities Exchange Act of 1934, as amended..."

A provision of federal securities law that requires company insiders—directors, officers and large shareholders—to publicly report their stock holdings and trades and to surrender any “short-swing” profits from purchases and sales within a six-month window. It acts like a rule that forces leaders to announce their trades and prevents quick buy-sell windfalls, giving investors transparency into insider activity and reducing opportunities for unfair gain.

tax-withholding disposition financial

"transaction_action: tax-withholding disposition for 106.3400 shares of Common stock"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

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
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^*

PIASECKI NICOLE WEYERHAEUSER

(Last) (First) (Middle)

2000 WELLS FARGO PLACE

30 EAST 7TH STREET

(Street)

SAINT PAUL MINNESOTA 55101-4930

(City) (State) (Zip)

UNITED STATES

(Country)

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
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/09/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	05/09/2026		F		106.34(1)	D	$23.53	12,840(2)	D
Common								784	I	Shares held by my spouse

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 a restricted stock unit vesting.

2. Reported holdings include shares acquired since the Reporting Person's last filing on Form 4 from dividend reinvestment transactions exempt from Section 16 of the Securities Exchange Act of 1934, as amended, and reflect a cash payment in lieu of fractional shares upon the restricted stock unit vesting.

	/s/ Jason K Mitchell, Attorney-in-fact for Nicole Weyerhaeuser Piasecki	05/12/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What did Weyerhaeuser (WY) director Nicole Weyerhaeuser Piasecki report in this Form 4?

She reported a tax-withholding disposition of 106.34 Weyerhaeuser common shares at $23.53 per share. The shares were withheld to cover taxes owed on a restricted stock unit vesting, not sold in an open-market transaction.

Was the Weyerhaeuser (WY) Form 4 transaction an open-market sale of shares?

No, the 106.34-share disposition was a tax-withholding event for an RSU vesting. The company withheld shares at $23.53 per share to pay taxes, which is a routine administrative step rather than a discretionary sale in the market.

How many Weyerhaeuser (WY) shares does Nicole Weyerhaeuser Piasecki hold after this filing?

After the reported activity, she directly holds 12,840 Weyerhaeuser common shares. The filing also reports 784 additional common shares held indirectly by her spouse, reflecting combined exposure shown in this Form 4 snapshot.

What does transaction code F mean in the Weyerhaeuser (WY) Form 4 filing?

Transaction code F indicates shares disposed of to pay an exercise price or tax liability. Here, 106.34 shares were withheld to cover taxes due on a restricted stock unit vesting, making it a mechanical tax event rather than a standard buy or sell trade.

Why did Weyerhaeuser (WY) mention dividend reinvestment in this Form 4?

The filing notes that reported holdings include shares from dividend reinvestment transactions. These dividend reinvestment acquisitions are exempt from Section 16 reporting and are summarized here to show an updated total position, including a cash payment in lieu of fractional shares.