DeCosmo James M 4

What Happened

• James M. DeCosmo, a director of PotlatchDeltic Corp (PCH), had 14,694.916 PCH shares disposed on 2026-01-30 as part of the company’s merger into Rayonier. The Form 4 records the disposition to the issuer (transaction code D); no per-share price is shown because the shares were converted under the merger terms.
• Under the merger agreement each PCH share converted into 1.8185 Rayonier common shares plus $0.61 in cash. That implies DeCosmo received roughly 26,723 Rayonier shares and approximately $8,964 in cash (before any fractional-share cash adjustments or rounding rules).

Key Details

• Transaction date: 2026-01-30 (Effective Time of the merger)
• Filing date / Accession: Form 4 filed 2026-02-02 (filed within the normal Form 4 timing requirement)
• Transaction code: D (Disposition to issuer); price listed as N/A (conversion in merger)
• Shares disposed: 14,694.916 PCH shares
• Shares owned after transaction: Not reported on this Form 4
• Notable footnotes:
  • F1: Merger agreement: each PCH share converted into 1.8185 Rayonier shares + $0.61 cash (plus fractional-share treatment).
  • F2: Outstanding restricted stock units were converted into Rayonier restricted stock unit awards per the exchange ratio and plan terms (rounded to whole shares as applicable).

Context

• This was not an open-market sale but a merger conversion—a routine corporate transaction that converts old-company shares into new-company shares and cash per the deal terms. Such dispositions in a merger do not by themselves signal insider sentiment about the combined company.
• For holders of RSUs, the filing notes RSUs were converted into Rayonier RSUs (subject to original plan/vesting terms), so some equity awards will continue under Rayonier rather than being cashed out.