Weyerhaeuser (NYSE: WY) director receives stock awards as annual retainer
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Weyerhaeuser director James Calvin O’Rourke reported stock-based compensation awards rather than open-market trades. He acquired 4,926 common shares through a restricted stock unit award tied to a $180,000.00 annual retainer, calculated using a $22.98 average share price on the grant date.
He also acquired 7,832 additional common shares in lieu of his cash retainer at his election, with both awards vesting based on board service and dividend-equivalent units accruing over time. After these grants, his reported direct holdings total tens of thousands of Weyerhaeuser shares.
Positive
- None.
Negative
- None.
Insider Trade Summary
2 transactions reported
Mixed
2 txns
Insider
O'Rourke James Calvin
Role
null
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Common | 7,832 | $0.00 | -- |
| Grant/Award | Common | 4,926 | $22.98 | $113K |
Holdings After Transaction:
Common — 36,452 shares (Direct, null)
Footnotes (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.
Key Figures
RSU shares granted: 4,926 shares
Equity retainer value: $180,000.00
Average grant-date price: $22.98/share
+5 more
8 metrics
RSU shares granted
4,926 shares
Restricted stock unit award tied to annual retainer
Equity retainer value
$180,000.00
Equity portion of annual director retainer fee
Average grant-date price
$22.98/share
Average of $23.40 high and $22.56 low on grant date
Shares in lieu of cash
7,832 shares
Common shares granted instead of cash retainer at election
Holdings after one award
41,378 shares
Total direct common shares following one transaction line
Holdings after other award
36,452 shares
Total direct common shares following separate transaction line
High price on grant date
$23.40/share
High trading price used in average for award sizing
Low price on grant date
$22.56/share
Low trading price used in average for award sizing
Key Terms
restricted stock unit award, annual retainer fee, cash retainer, dividends
4 terms
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..."
cash retainer financial
"These shares were granted in lieu of the Reporting Person's annual cash retainer at the Reporting Person's election."
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.
FAQ
What did Weyerhaeuser (WY) director James O’Rourke report on this Form 4?
James O’Rourke reported acquiring common shares of Weyerhaeuser as stock-based compensation, not open-market purchases. The filing shows equity awards linked to his annual board retainer, including restricted stock units and shares taken instead of cash fees.
How was the size of James O’Rourke’s Weyerhaeuser restricted stock unit award determined?
The restricted stock unit award represents an equity portion of a $180,000.00 annual retainer. The company divided this fee by $22.98, the average of the day’s $23.40 high and $22.56 low Weyerhaeuser share prices, then rounded down to determine awarded units.
What are the vesting terms for James O’Rourke’s Weyerhaeuser restricted stock units?
The restricted stock unit award vests 100% on the earlier of the one-year anniversary of the grant date or the day before Weyerhaeuser’s next regular shareholder meeting. Additional units accrue over time as dividends are paid on the company’s common stock.
Did James O’Rourke choose Weyerhaeuser stock instead of cash compensation?
Yes. One grant reflects shares received in lieu of his annual cash retainer, at his election. The number of shares was calculated from the chosen cash amount, minus tax withholding, divided by the $22.98 average Weyerhaeuser share price on the grant date.