O'Rourke James Calvin 4
4 · WEYERHAEUSER CO · Filed May 19, 2026
Research Summary
AI-generated summary of this filing
Weyerhaeuser (WY) Director James O'Rourke Receives Stock Award
What Happened
James Calvin O'Rourke, a director of Weyerhaeuser Co. (WY), was granted a total of 12,758 restricted stock units (RSUs) on May 15, 2026. The grant breaks down as 7,832 RSUs shown at $0.00 (these represent the equity portion of an annual retainer equal to $180,000 per the filing) and 4,926 RSUs issued at an implied price of $22.98 each (4,926 × $22.98 = $113,199) granted in lieu of the director's cash retainer.
Key Details
- Transaction date: May 15, 2026; Form 4 filed May 19, 2026 (filed four days after the transaction).
- Grant details: 7,832 RSUs @ $0.00 (equity portion of $180,000 retainer); 4,926 RSUs @ $22.98 (total reported value $113,199).
- Shares owned after transaction: not disclosed in the provided excerpt of the filing.
- Footnotes:
- F1: The 7,832 RSUs vest 100% on the earlier of the one-year anniversary of the grant or the day before the next regular shareholders’ meeting; additional units may accrue from dividend equivalents.
- F2: The 4,926 RSUs were elected in lieu of cash retainer; the share count was calculated by dividing the cash amount (less tax withholding) by $22.98 (the grant-date average of high/low).
- Tax withholding: the cash-in-lieu portion was reduced by applicable tax withholding per the footnote.
- Timeliness: The Form 4 was filed May 19 while the award date was May 15—this exceeds the typical two-business-day Form 4 filing window.
Context
These were compensatory RSU grants to a non-employee director, not open-market purchases or sales. RSU awards provide future equity if vesting conditions are met and are primarily a form of board compensation; they do not, by themselves, indicate a buying or selling view on the stock.
Insider Transaction Report
- Award
Common
[F1]2026-05-15+7,832→ 36,452 total - Award
Common
[F2]2026-05-15$22.98/sh+4,926$113,199→ 41,378 total
Footnotes (2)
- [F1]These shares were granted pursuant to a restricted stock unit award that vests 100% upon the earlier of the one-year anniversary of the grant date or the day prior to the company's next regular meeting of shareholders following the grant date. These shares (rounded down to the nearest whole share) represent the equity portion of the annual retainer fee in the amount of $180,000.00, with the number of restricted stock units determined by dividing the dollar amount of the fee by $22.98, the average of the high ($23.40) and low ($22.56) price of the Issuer's common stock on the date of the grant. Additional units accrue as and when dividends are paid on the Issuer's common stock.
- [F2]These shares were granted in lieu of the Reporting Person's annual cash retainer at the Reporting Person's election. The number of shares (rounded down to the nearest whole share) was determined by dividing an amount equal to the portion of the cash retainer specified by the Reporting Person, less applicable tax withholding, by $22.98, the average of the high ($23.40) and low ($22.56) price of the Issuer's common stock on the date of grant.