STOCK TITAN
  1. Home
  2. Sec-filings
  3. WY
  4. [Form 4] WEYERHAEUSER CO Insider Trading Activity

Director at Weyerhaeuser (NYSE: WY) has shares withheld for taxes

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

Rhea-AI Filing Summary

Weyerhaeuser director James Calvin O'Rourke reported a small tax-related share disposition. On a restricted stock unit vesting, 106.34 common shares were withheld at $23.53 per share to cover taxes, a non-market transaction. After this, he directly holds 28,620 common shares.

Positive

  • None.

Negative

  • None.
Insider O'Rourke James Calvin
Role null
Type Security Shares Price Value
Tax Withholding Common 106.34 $23.53 $3K
Holdings After Transaction: Common — 28,620 shares (Direct, null)
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.
Tax-withheld shares 106.34 shares Common shares withheld for taxes on RSU vesting
Withholding price $23.53 per share Value used for tax-withholding disposition
Post-transaction holdings 28,620 shares Common shares directly held after transaction
restricted stock unit financial
"These shares are being withheld to cover taxes for a restricted stock unit vesting."
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
dividend reinvestment transactions financial
"Reported holdings include shares acquired ... from dividend reinvestment transactions exempt from Section 16"
Section 16 regulatory
"dividend reinvestment transactions exempt from Section 16 of the Securities Exchange Act of 1934"
Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.
tax-withholding disposition financial
"transaction_action: tax-withholding disposition"
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 4UNITED 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*
O'Rourke James Calvin
(Last)(First)(Middle)
220 OCCIDENTAL AVE SOUTH
(Street)
SEATTLE WASHINGTON 98104
(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)
XDirector10% 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)
XForm 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)
CodeVAmount(A) or (D)Price
Common05/09/2026F106.34(1)D$23.5328,620(2)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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount 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/ Jose J. Quintana, Attorney-in-fact for James Calvin O'Rourke05/12/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR

FAQ

What did Weyerhaeuser (WY) director James O'Rourke report in this Form 4?

Director James Calvin O’Rourke reported a tax-related share disposition. 106.34 common shares were withheld at $23.53 each to satisfy taxes on a restricted stock unit vesting, leaving him with 28,620 common shares directly held.

Was the Weyerhaeuser (WY) Form 4 transaction an open-market sale or purchase?

The Form 4 shows no open-market sale or purchase. The transaction is coded F, indicating shares were withheld to pay taxes associated with a restricted stock unit vesting, rather than a discretionary buy or sell in the market.

How many Weyerhaeuser (WY) shares were withheld for taxes in this filing?

The filing reports that 106.34 common shares were withheld. These shares were used to cover tax obligations arising from a restricted stock unit vesting, according to the footnote, and were not sold in an open-market transaction.

What is James O'Rourke’s Weyerhaeuser (WY) shareholding after the tax withholding?

After the tax-withholding disposition, James Calvin O’Rourke directly holds 28,620 common shares of Weyerhaeuser. The filing notes that these holdings also reflect shares acquired through dividend reinvestment and a cash payment in lieu of fractional shares.

What do the footnotes in the Weyerhaeuser (WY) Form 4 explain about this transaction?

The footnotes state the shares were withheld to cover taxes for a restricted stock unit vesting. They also clarify that reported holdings include shares from dividend reinvestment transactions and a cash payment in lieu of fractional shares upon the vesting.

Does the Weyerhaeuser (WY) Form 4 mention dividend reinvestment for James O'Rourke?

Yes. A footnote explains that O’Rourke’s reported holdings include shares acquired since his last Form 4 through dividend reinvestment transactions that are exempt from Section 16, plus a cash payment instead of fractional shares at the RSU vesting.