DeReu William R 4
4 · POTLATCHDELTIC CORP · Filed Feb 2, 2026
Research Summary
AI-generated summary of this filing
PotlatchDeltic (PCH) VP William DeReu Disposes Shares in Merger
What Happened William R. DeReu, Vice President, Real Estate at PotlatchDeltic (PCH), had a series of merger-related transactions at the end of January 2026. The filing shows a grant/conversion of 27,395.237 derivative units (reported at $0.00) on 2026-01-29 and two dispositions to the issuer: 77,935.732 common shares on 2026-01-30 and 27,395.237 derivative units on 2026-01-30. In total he surrendered about 105,330.97 PCH shares/units. Under the Merger Agreement each PCH share converts into 1.8185 Rayonier common shares plus $0.61 in cash; the 77,935.732 common-share disposition therefore equates to roughly 141,726 Rayonier shares and about $47,541 in cash, and the 27,395.237 RSU conversion equates to roughly 49,818 Rayonier RSU shares (total Rayonier-equivalent ≈ 191,544 shares).
Key Details
- Transaction dates: 2026-01-29 (award/conversion of 27,395.237 RSU units) and 2026-01-30 (dispositions of 77,935.732 common shares and 27,395.237 derivative units).
- Transaction codes: A = Award/Grant (27,395.237 @ $0.00); D = Disposition to issuer (77,935.732 and 27,395.237; no per-share sale price reported because transactions were merger conversions/settlements).
- Deal economics per Merger Agreement: each PCH share → 1.8185 Rayonier common shares + $0.61 cash (approx. 141,726 Rayonier shares + $47,541 cash for the 77,935.732 common shares; ~49,818 Rayonier-equivalent RSU for the 27,395.237 units).
- Shares owned after transaction: not specified in the Form 4 filing.
- Footnotes: Transactions occurred at the Effective Time of the merger with Rayonier (see Merger Agreement) and include conversion of RSUs/performance awards into Rayonier RSU awards (footnotes F1–F3).
- Filing date: 2026-02-02 (filing lists transactions dated 2026-01-29 and 01-30). The filing itself does not indicate any special late-filing designation.
Context These entries reflect corporate-merger conversions and settlements rather than open-market buying or selling for personal liquidity. The grant/award line records conversion of issuer RSUs into Rayonier RSU awards per the merger terms, and the dispositions reflect surrender/settlement of PCH securities at the Effective Time. Such merger-driven conversions are routine corporate actions and do not necessarily signal the insider’s view of the combined company’s prospects.
Insider Transaction Report
- Disposition to Issuer
Common Stock
[F1][F2]2026-01-30−77,935.732→ 0 total - Award
Performance Share Award
[F3]2026-01-29+27,395.237→ 27,395.237 total→ Common Stock (27,395.237 underlying) - Disposition to Issuer
Performance Share Award
[F3]2026-01-30−27,395.237→ 0 total→ Common Stock (27,395.237 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 performance share award converted into a Rayonier RSU award based on the shares of Common Stock underlying the performance share award determined by deeming any applicable performance-based criteria achieved based on the greater of the Issuer's target performance or actual performance, as calculated on the latest practicable date prior to the Effective Time, taking into account any dividend equivalents, multiplied by the equity award exchange ratio, 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 performance share award agreement in effect immediately prior to the Effective Time (including any double-trigger vesting acceleration entitlements and excluding any vesting terms related to the satisfaction of performance criteria).