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Weyerhaeuser (WY) director Albert Monaco takes equity awards in lieu of cash

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

Rhea-AI Filing Summary

Weyerhaeuser director Albert Monaco reported two stock-based compensation grants of common shares. On May 15, 2026, he acquired shares under two Form 4 transactions coded as awards, not open‑market trades. One grant was made under a restricted stock unit award that represents the equity portion of an annual retainer fee of $180,000.00, calculated using an average share price of $22.98. These units vest 100% on the earlier of one year after grant or just before the next regular shareholder meeting. A second grant provided additional shares in lieu of his annual cash retainer at his election, also based on the same $22.98 average price after tax withholding. The filing shows routine director compensation in stock rather than cash, with no reported open‑market buying or selling.

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Insider Monaco Albert
Role null
Type Security Shares Price Value
Grant/Award Common 7,832 $0.00 --
Grant/Award Common 3,781 $22.98 $87K
Holdings After Transaction: Common — 81,358 shares (Direct, null)
Footnotes (1)
  1. These shares were granted pursuant to a restricted stock unit award that vests 100% upon the earlier of the one-year anniversary of the grant date or the day prior to the company's next regular meeting of shareholders following the grant date. These shares (rounded down to the nearest whole share) represent the equity portion of the annual retainer fee in the amount of $180,000.00, with the number of restricted stock units determined by dividing the dollar amount of the fee by $22.98, the average of the high ($23.40) and low ($22.56) price of the Issuer's common stock on the date of the grant. Additional units accrue as and when dividends are paid on the Issuer's common stock. These shares were granted in lieu of the Reporting Person's annual cash retainer at the Reporting Person's election. The number of shares (rounded down to the nearest whole share) was determined by dividing an amount equal to the portion of the cash retainer specified by the Reporting Person, less applicable tax withholding, by $22.98, the average of the high ($23.40) and low ($22.56) price of the Issuer's common stock on the date of grant.
Awarded shares (grant 1) 3,781 shares Common stock award on May 15, 2026
Awarded shares (grant 2) 7,832 shares Common stock award on May 15, 2026
Equity retainer value $180,000.00 Annual director equity portion of retainer fee
Grant pricing reference $22.98 per share Average of $23.40 high and $22.56 low on grant date
High share price on grant date $23.40 High price of Weyerhaeuser common stock on grant date
Low share price on grant date $22.56 Low price of Weyerhaeuser common stock on grant date
restricted stock unit award financial
"These shares were granted pursuant to a restricted stock unit award that vests 100% upon the earlier of the one-year anniversary..."
A restricted stock unit award is a promise by a company to give an employee a specified number of company shares at a future date if certain conditions are met, such as staying with the company or hitting performance goals. For investors, these awards matter because they can increase the total number of shares outstanding when converted, diluting existing holders, and they align employees’ incentives with shareholders’ interests much like giving a rising bonus that becomes real only after conditions are satisfied.
annual retainer fee financial
"These shares represent the equity portion of the annual retainer fee in the amount of $180,000.00..."
dividends financial
"Additional units accrue as and when dividends are paid on the Issuer's common stock."
Dividends are cash payments a company gives to its shareholders from profits or cash reserves, effectively sharing part of its earnings with owners. They matter to investors because they provide a steady income stream, act like an interest or rent payment on owning the stock, and signal management’s confidence in the business—factors that influence total return and share price. Regular or special dividends can change an investor’s income and reinvestment strategy.
cash retainer financial
"These shares were granted in lieu of the Reporting Person's annual cash retainer at the Reporting Person's election."
tax withholding financial
"The number of shares was determined by dividing an amount equal to the portion of the cash retainer specified by the Reporting Person, less applicable tax withholding..."
Tax withholding is the practice of taking a portion of a payment—such as wages, dividends, or sale proceeds—before it reaches the recipient and sending that portion to the tax authority as an advance on the recipient’s eventual tax bill. For investors it matters because withholding reduces immediate cash received and affects after‑tax returns, estimated tax payments, and whether you may owe more or receive a refund when taxes are finally calculated, like having a small automatic savings set aside for your tax bill.
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*
Monaco Albert
(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)
05/15/2026		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
Common05/15/2026A7,832(1)A$081,358D
Common05/15/2026A3,781(2)A$22.98(2)85,139D
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 were granted pursuant to a restricted stock unit award that vests 100% upon the earlier of the one-year anniversary of the grant date or the day prior to the company's next regular meeting of shareholders following the grant date. These shares (rounded down to the nearest whole share) represent the equity portion of the annual retainer fee in the amount of $180,000.00, with the number of restricted stock units determined by dividing the dollar amount of the fee by $22.98, the average of the high ($23.40) and low ($22.56) price of the Issuer's common stock on the date of the grant. Additional units accrue as and when dividends are paid on the Issuer's common stock.
2. These shares were granted in lieu of the Reporting Person's annual cash retainer at the Reporting Person's election. The number of shares (rounded down to the nearest whole share) was determined by dividing an amount equal to the portion of the cash retainer specified by the Reporting Person, less applicable tax withholding, by $22.98, the average of the high ($23.40) and low ($22.56) price of the Issuer's common stock on the date of grant.
/s/ Jose J. Quintana, Attorney-in-fact for Albert Monaco05/19/2026
** 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 insider transaction did Weyerhaeuser (WY) director Albert Monaco report?

Albert Monaco reported receiving two stock-based compensation grants in Weyerhaeuser common shares. Both transactions were coded as awards, reflecting director compensation rather than open-market buying or selling of WY stock on May 15, 2026.

How many Weyerhaeuser (WY) shares were granted to Albert Monaco in this Form 4?

The Form 4 shows awards of 3,781 and 7,832 Weyerhaeuser common shares. These transactions reflect stock-based compensation grants, including restricted stock units and shares received instead of cash fees, rather than purchases or sales in the open market.

How is Albert Monaco’s Weyerhaeuser (WY) equity retainer calculated?

The equity portion of Monaco’s annual retainer is valued at $180,000.00, divided by $22.98, the average of the high and low WY share prices on the grant date. This determines the number of restricted stock units granted, rounded down to whole shares.

When do Albert Monaco’s Weyerhaeuser (WY) restricted stock units vest?

The restricted stock units vest 100% on the earlier of one year after the grant date or the day before Weyerhaeuser’s next regular shareholder meeting. This single-vesting date structure ties director compensation timing to the company’s annual meeting cycle.

Did Albert Monaco choose Weyerhaeuser (WY) shares instead of cash compensation?

Yes. One grant consists of shares issued in lieu of his annual cash retainer at his election. The number of shares is based on the elected cash amount, less tax withholding, divided by the $22.98 average WY share price on the grant date.

Do Albert Monaco’s Weyerhaeuser (WY) awards receive dividends before vesting?

Additional restricted stock units accrue as and when dividends are paid on Weyerhaeuser common stock. This means the RSU award grows over time in step with dividend payments until the award fully vests according to its schedule.