LELAND D MARK 4

What Happened
Leland D. Mark, a director of PotlatchDeltic Corp (PCH), reported a disposition to the issuer of 31,114.117 PotlatchDeltic common shares effective Jan 30, 2026. Per the merger agreement, each PotlatchDeltic share was converted at the Effective Time into 1.8185 Rayonier common shares plus $0.61 cash (no per-share price is reported on the Form 4). That conversion implies receipt of approximately 56,581 Rayonier shares and about $18,980 in cash (rounded estimates).

Key Details

• Transaction date: 2026-01-30 (reported on Form 4 filed 2026-02-02).
• Transaction type: Disposition to issuer as part of merger (not an open-market sale); no per-share sale price reported (N/A).
• Shares disposed: 31,114.117 PotlatchDeltic common shares.
• Consideration received: 1.8185 Rayonier shares per PotlatchDeltic share + $0.61 cash per share (approx. 56,581 Rayonier shares and ~$18,980 cash in total, rounded).
• Shares owned after transaction: Not specified in this Form 4.
• Footnotes of note:
  • F1: Describes the Merger Agreement conversion formula (1.8185 Rayonier shares + $0.61 cash).
  • F2: Restricted stock units were converted into Rayonier RSU awards per the agreement (may affect outstanding equity awards and vesting terms).
• Filing timeliness: Form 4 filed Feb 2, 2026, reporting a Jan 30, 2026 transaction; the filing shows the transaction and conversion but does not state a late-filing code on the face of the Form 4.

Context
This was a corporate merger conversion (disposition to the issuer) — a routine non-market transfer of shares under the merger terms — rather than an insider selling shares on the open market. Such conversions reflect deal consideration, not a trading decision by the insider.