PEIROS LARRY 4
4 · POTLATCHDELTIC CORP · Filed Feb 2, 2026
Research Summary
AI-generated summary of this filing
PotlatchDeltic Director Larry Peiros Disposes 98,905 Shares in Merger
What Happened
- Director Larry Peiros reported dispositions to the issuer on 2026-01-30 totaling 98,905.275 PCH shares/units (three line items: 75,257.889; 10,441; 13,206.386 (derivative)). These were not open‑market sales but conversions under the Rayonier merger; the Form 4 lists prices as N/A.
- Under the merger terms, each PCH share converted into 1.8185 Rayonier common shares plus $0.61 in cash. Roughly, Peiros’s converted PCH holdings equate to about 179,860 Rayonier shares and approximately $60,332 in cash. The 13,206.386 derivative units converted into Rayonier RSU/stock‑equivalent awards per the merger terms (see footnotes).
Key Details
- Transaction date: 2026-01-30; Form 4 filed: 2026-02-02.
- Transaction code: D (Disposition to issuer) — reflects merger conversion/cancellation, not an open‑market sale.
- Conversion terms: 1.8185 Rayonier common shares + $0.61 cash per PCH share (per Merger Agreement).
- Aggregate PCH units converted: 98,905.275; approximate Rayonier shares received: ~179,860; cash received: ~$60,332.
- Derivative entry (13,206.386) converted into Rayonier restricted stock units/stock equivalents under the merger (subject to original award terms).
- Shares owned after transaction: not disclosed in the provided filing.
- Footnotes: merger agreement dated Oct 13, 2025 governs conversion; RSUs and stock‑equivalents were converted into Rayonier awards/units and remain subject to their original plan/agreement terms.
Context
- This Form 4 reflects the corporate transaction (merger) that automatically converted outstanding PCH securities into Rayonier securities and cash. It is not a voluntary sale by the director and therefore shouldn’t be read as a personal bullish/bearish trade signal.
Insider Transaction Report
Form 4Exit
PEIROS LARRY
Director
Transactions
- Disposition to Issuer
Common Stock
[F1][F2][F3]2026-01-30−75,257.889→ 0 total - Disposition to Issuer
Common Stock
[F1]2026-01-30−10,441→ 0 total(indirect: By Trust) - Disposition to Issuer
Phantom Stock Units
[F3]2026-01-30−13,206.386→ 0 total→ Common Stock (13,206.386 underlying)
Footnotes (3)
- [F1]In connection with the terms of an Agreement and Plan of Merger, dated October 13, 2025 (as it may be amended from time to time, the "Merger Agreement"), by and among the Issuer, Rayonier Inc. ("Rayonier"), and Redwood Merger Sub, LLC, a direct, wholly owned subsidiary of Rayonier ("Merger Sub"), the Issuer merged with and into Merger Sub, with Merger Sub surviving as a direct, wholly owned subsidiary of Rayonier (the "Effective Time"). At the Effective Time, each outstanding share of Common Stock was automatically converted into the right to receive (i) 1.8185 Rayonier common shares and (ii) $0.61 in cash, without interest, plus any fractional share consideration.
- [F2]At the Effective Time, each outstanding restricted stock unit converted into a Rayonier restricted stock unit award (each, a "Rayonier RSU award"), taking into account any dividend equivalents, based on the equity award exchange ratio, as defined in the Merger Agreement, rounded to the nearest whole number of shares. Each such Rayonier RSU award will be subject to the terms of any applicable Issuer equity plan and Issuer restricted stock unit agreement in effect immediately prior to the Effective Time (including any double-trigger vesting acceleration entitlements).
- [F3]At the Effective Time, each outstanding stock equivalent unit converted into a stock equivalent unit with respect to a number of Rayonier common shares calculated based on the number of shares of Common Stock underlying the stock equivalent unit, taking into account any dividend equivalents, multiplied by the equity award exchange ratio, rounded to the nearest whole number of shares. The Rayonier stock equivalent units will be subject to the terms of any applicable Issuer deferred compensation plan.
Signature
/s/ Michele L. Tyler, Attorney-in-Fact|2026-02-02