POTLATCHDELTIC CORP·4

Feb 2, 4:15 PM ET

WASECHEK WAYNE 4

4 · POTLATCHDELTIC CORP · Filed Feb 2, 2026

Research Summary

AI-generated summary of this filing

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PotlatchDeltic (PCH) CFO Wayne Wasechek Sells Shares

What Happened

  • Wayne Wasechek, CFO of PotlatchDeltic Corp., reported dispositions tied to the company’s merger into Rayonier. The filing shows a total of 64,418.676 shares reported as disposed: 34,621.439 shares (common stock) and 29,797.237 shares reported as a derivative award (acquired 1/29 at $0.00 and disposed 1/30).
  • The transactions were reported on a Form 4 filed 2026-02-02. Prices are listed as N/A for the dispositions (these were merger-related conversions/settlements rather than open-market cash sales).

Key Details

  • Transaction dates: 2026-01-29 (grant/acquisition of 29,797.237 derivative shares at $0.00) and 2026-01-30 (dispositions of 34,621.439 common shares and 29,797.237 derivative shares to the issuer).
  • Shares disposed (total): 64,418.676 shares (34,621.439 + 29,797.237).
  • Price / value: Dispositions show N/A (merger consideration rather than standard market sale); the derivative grant shows $0.00 (typical for RSU conversions).
  • Shares owned after transaction: not disclosed in the information provided.
  • Filing timing: Form 4 filed 2026-02-02. Transactions dated 1/30 appear to be within the usual two-business-day reporting window; the 1/29 grant may have been reported after the two-business-day window (see context below).

Context

  • These entries are merger-related, not ordinary open-market sales. Footnotes state that at the merger Effective Time each PotlatchDeltic common share converted into the right to receive 1.8185 Rayonier common shares plus $0.61 in cash (F1). Outstanding restricted stock units and performance awards similarly converted into Rayonier restricted stock unit awards under the merger terms (F2, F3).
  • The reported derivative acquisition (29,797.237 at $0.00) reflects conversion of PotlatchDeltic RSUs into Rayonier RSUs; the subsequent disposition to the issuer is reported as a surrender/disposition to the issuer per the Form 4 (as reported, no further detail on reason—e.g., cash settlement or tax withholding—was provided).
  • Because these were merger conversions and related dispositions, they do not indicate a standard insider buy/sell decision in the open market.

Insider Transaction Report

Form 4Exit
Period: 2026-01-29
WASECHEK WAYNE
VP and Chief Financial Officer
Transactions
  • Disposition to Issuer

    Common Stock

    [F1][F2]
    2026-01-3034,621.4390 total
  • Award

    Performance Share Award

    [F3]
    2026-01-29+29,797.23729,797.237 total
    Common Stock (29,797.237 underlying)
  • Disposition to Issuer

    Performance Share Award

    [F3]
    2026-01-3029,797.2370 total
    Common Stock (29,797.237 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).
Signature
/s/ Michele L. Tyler, Attorney-in-Fact|2026-02-02

Documents

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