Form 8.3 - INTERNATIONAL PAPER CO

FORM 8.3

PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY

A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR

MORE

Rule 8.3 of the Takeover Code (the "Code")

1.

KEY INFORMATION

(a)

Full name of discloser:

Barclays PLC.

(b)

Owner or controller of interest and short

positions disclosed, if different from 1(a):

(c)

Name of offeror/offeree in relation to whose

INTERNATIONAL PAPER CO

relevant securities this form relates:

(d)

If an exempt fund manager connected with an

offeror/offeree, state this and specify identity of

offeror/offeree:

(e)

Date position held/dealing undertaken:

17 Apr 2024

(f)

In addition to the company in 1(c) above, is the discloser making

YES:

disclosures in respect of any other party to the offer?

DS SMITH PLC

2.

POSITIONS OF THE PERSON MAKING THE DISCLOSURE

(a)

Interests and short positions in the relevant securities of the offeror or offeree

to which the disclosure relates following the dealing(if any)

Class of relevant security:

common stock

Interests

Short Positions

Number

(%)

Number

(%)

(1)

Relevant securities owned

and/or controlled:

715,007

0.21%

562,033

0.16%

(2)

Cash-settled derivatives:

and/or controlled:

252,625

0.07%

31,560

0.01%

(3)

Stock-settled derivatives (including options)

and agreements to purchase/sell:

0

0.00%

0

0.00%

TOTAL:

967,632

0.28%

593,593

0.17%

(b)

Rights to subscribe for new securities (including directors and other executive

options)

Class of relevant security in relation to

which subscription right exists

Details, including nature of the rights

concerned and relevant percentages:

3.

DEALINGS (IF ANY) BY THE EXEMPT PRINCIPAL TRADER

(a)

Purchases and sales

Class of relevant

Purchase/sale

Number of

Price per unit

security

securities

common stock

Purchase

287,665

35.1396 USD

common stock

Purchase

211,600

35.2398 USD

common stock

Purchase

155,482

35.3385 USD

common stock

Purchase

31,022

35.2899 USD

common stock

Purchase

26,830

35.7831 USD

common stock

Purchase

25,904

35.4730 USD

common stock

Purchase

22,340

35.2903 USD

common stock

Purchase

21,204

35.0600 USD

common stock

Purchase

20,969

35.3713 USD

common stock

Purchase

20,490

35.2806 USD

common stock

Purchase

6,857

35.1552 USD

common stock

Purchase

5,656

35.2773 USD

common stock

Purchase

4,308

35.1685 USD

common stock

Purchase

4,156

36.0025 USD

common stock

Purchase

3,656

35.5704 USD

common stock

Purchase

2,912

35.3664 USD

common stock

Purchase

2,063

35.4578 USD

common stock

Purchase

1,518

35.4261 USD

common stock

Purchase

1,377

35.4180 USD

common stock

Purchase

1,300

35.7207 USD

common stock

Purchase

1,293

35.5398 USD

common stock

Purchase

1,149

35.3128 USD

common stock

Purchase

953

35.2384 USD

common stock

Purchase

800

35.6750 USD

common stock

Purchase

595

35.1400 USD

common stock

Purchase

363

35.0664 USD

common stock

Purchase

205

35.4558 USD

common stock

Purchase

200

35.7000 USD

common stock

Purchase

160

35.1243 USD

common stock

Purchase

144

35.2552 USD

common stock

Purchase

138

35.1465 USD

common stock

Purchase

10

35.3850 USD

common stock

Sale

510,563

35.2223 USD

common stock

Sale

110,384

35.1515 USD

common stock

Sale

31,360

35.6563 USD

common stock

Sale

24,155

35.0600 USD

common stock

Sale

23,862

35.3338 USD

common stock

Sale

20,291

35.2993 USD

common stock

Sale

13,357

35.1089 USD

common stock

Sale

9,909

35.4341 USD

common stock

Sale

9,745

35.3904 USD

common stock

Sale

9,451

35.3082 USD

common stock

Sale

9,293

35.3611 USD

common stock

Sale

8,907

35.6864 USD

common stock

Sale

8,522

35.3139 USD

common stock

Sale

7,709

35.3407 USD

common stock

Sale

6,801

35.4282 USD

common stock

Sale

6,794

35.4377 USD

common stock

Sale

5,250

35.2493 USD

common stock

Sale

4,863

35.3959 USD

common stock

Sale

4,842

35.1095 USD

common stock

Sale

4,574

35.9624 USD

common stock

Sale

4,154

35.2316 USD

common stock

Sale

3,855

35.3509 USD

common stock

Sale

3,565

35.1448 USD

common stock

Sale

3,489

35.3545 USD

common stock

Sale

3,069

35.4641 USD

common stock

Sale

2,511

35.3485 USD

common stock

Sale

2,209

35.3796 USD

common stock

Sale

1,553

35.4581 USD

common stock

Sale

1,528

35.8445 USD

common stock

Sale

1,497

35.2489 USD

common stock

Sale

1,264

35.5423 USD

common stock

Sale

1,149

35.3128 USD

common stock

Sale

1,139

35.1762 USD

common stock

Sale

1,113

35.4749 USD

common stock

Sale

1,100

35.2204 USD

common stock

Sale

960

35.2263 USD

common stock

Sale

953

35.2384 USD

common stock

Sale

950

35.4378 USD

common stock

Sale

942

35.1705 USD

common stock

Sale

831

35.9892 USD

common stock

Sale

810

35.5143 USD

common stock

Sale

625

35.7178 USD

common stock

Sale

593

35.2732 USD

common stock

Sale

536

35.1254 USD

common stock

Sale

363

35.0664 USD

common stock

Sale

303

35.2655 USD

common stock

Sale

300

35.1400 USD

common stock

Sale

265

35.6684 USD

common stock

Sale

220

35.0548 USD

common stock

Sale

209

35.2313 USD

common stock

Sale

208

35.2359 USD

common stock

Sale

200

35.9500 USD

common stock

Sale

200

35.7000 USD

common stock

Sale

160

35.1243 USD

common stock

Sale

138

35.1465 USD

common stock

Sale

134

35.8880 USD

common stock

Sale

126

35.1190 USD

common stock

Sale

100

35.8700 USD

common stock

Sale

100

35.4100 USD

common stock

Sale

100

35.6100 USD

common stock

Sale

81

35.7753 USD

common stock

Sale

59

35.6567 USD

common stock

Sale

40

36.1005 USD

common stock

Sale

26

35.0650 USD

common stock

Sale

23

35.3600 USD

common stock

Sale

8

35.4550 USD

common stock

Sale

5

35.0800 USD

common stock

Sale

5

35.1900 USD

(b)

Cash-settled derivative transactions

Class of

Product

Nature of dealing

Number of

Price per

relevant

description

reference

unit

security

securities

common stock

SWAP

Opening Long

525

36.0656 USD

(c)

Stock-settled derivative transactions (including options)

(i)

Writing, selling, purchasing or varying

Class

Product

Writing,

Number

Exercise

Type

Expiry

Option

of

description

purchasing,

of

price

date

money

relevant

selling,

securities

per unit

paid/

security

varying etc

to which

received

option

per unit

relates

common stock

Call Options

Selling

1,800

USD

1.0500 USD

common stock

Call Options

Selling

4,500

36.0000 USD

American

26 Apr 2024

0.5511 USD

common stock

Call Options

Selling

2,200

USD

0.3500 USD

common stock

Put Options

Selling

4,800

35.0000 USD

American

26 Apr 2024

0.7687 USD

(ii)

Exercising

Class of relevant

Product description

Exercising/ exercised against

Number of

Exercise price per

security

securities

unit

(d)

Other dealings (including subscribing for new securities)

Class of relevant

Nature of Dealings

Details

Price per unit (if

security

applicable)

4.

OTHER INFORMATION

(a)

Indemnity and other dealings arrangements

Details of any indemnity or option arrangement, or any agreement or understanding,

formal or informal, relating to relevant securities which may be an inducement to deal

or refrain from dealing entered into by the exempt principal trader making the disclosure and any party

to the offer or any person acting in concert with a party to the offer:

NONE

(b)

Agreements, arrangements or understandings relating to options or derivatives

Details of any agreement, arrangement or understanding, formal or informal, between

the person making the disclosure and any other person relating to:

(i) the voting rights of any relevant securities under any option; or

(ii) the voting rights of future acquisition or disposal of any relevant securities to which

any derivative is referenced:

NONE

(c)

Attachments

Is a Supplemental Form 8 (Open Positions) attached?

NO

Date of disclosure:

18 Apr 2024

Contact name:

Large Holdings Regulatory Operations

Telephone number:

020 3134 7213