Director at Weyerhaeuser (NYSE: WY) receives $180,000 in RSUs

Rhea-AI Filing Summary

Emmert Mark A reported acquisition or exercise transactions in this Form 4 filing.

Weyerhaeuser director Mark A. Emmert received a grant of 7,832 shares of common stock pursuant to a restricted stock unit award as the equity portion of a $180,000.00 annual retainer fee. The number of units was set using an average share price of $22.98, and the award vests 100% on the earlier of the one-year anniversary of the grant or the day before the next regular shareholder meeting. Following this grant, he holds 66,414 shares directly.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Emmert Mark A

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common	7,832	$0.00	--

Holdings After Transaction: Common — 66,414 shares (Direct, null)

Footnotes (1)

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Key Figures

RSU grant size: 7,832 shares Total shares after grant: 66,414 shares Equity retainer amount: $180,000.00 +3 more

6 metrics

RSU grant size 7,832 shares Restricted stock unit award to director on grant date

Total shares after grant 66,414 shares Direct ownership reported following the transaction

Equity retainer amount $180,000.00 Annual director retainer equity portion

RSU valuation price $22.98 per share Average of high and low prices on grant date

High price on grant date $23.40 per share Used in calculating average grant price

Low price on grant date $22.56 per share Used in calculating average grant price

Key Terms

restricted stock unit, annual retainer fee, dividends

3 terms

restricted stock unit financial

"These shares were granted pursuant to a restricted stock unit award that vests 100%…"

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.

annual retainer fee financial

"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.

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^*

Emmert Mark A

(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)

X	Director		10% 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)

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	05/15/2026		A		7,832(1)	A	$0	66,414	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 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.

	/s/ Jose J. Quintana, Attorney-in-fact for Mark A. Emmert	05/19/2026
	** 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 Mark A. Emmert report on this Form 4?

Mark A. Emmert reported receiving 7,832 shares of Weyerhaeuser common stock. The shares were granted as a restricted stock unit award representing the equity portion of his annual retainer fee as a director, rather than an open-market purchase or sale.

How was the 7,832-share grant to Weyerhaeuser (WY) director Emmert calculated?

The 7,832 restricted stock units were determined by dividing a $180,000.00 equity retainer by $22.98. That $22.98 figure is the average of the high price of $23.40 and low price of $22.56 for Weyerhaeuser common stock on the grant date.

When do Mark A. Emmert’s Weyerhaeuser (WY) restricted stock units vest?

The restricted stock unit award vests 100% on the earlier of two dates. Vesting occurs either on the one-year anniversary of the grant date or on the day before Weyerhaeuser’s next regular meeting of shareholders following the grant date.

What is the total Weyerhaeuser (WY) share ownership reported for Emmert after this grant?

After the grant, Mark A. Emmert reports direct ownership of 66,414 Weyerhaeuser common shares. This total includes the newly granted 7,832 shares from the restricted stock unit award that represents the equity portion of his annual director retainer.

Is Emmert’s Weyerhaeuser (WY) Form 4 transaction a purchase or compensation grant?

The Form 4 reflects a compensation grant, not a market purchase. Emmert received 7,832 restricted stock units as the equity portion of a $180,000.00 annual director retainer, with no cash price paid per share in this transaction.