Form 8.3 - INTERNATIONAL PAPER COMPANY

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 COMPANY

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:

16 Jul 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:

787,182

0.23%

419,178

0.12%

(2)

Cash-settled derivatives:

and/or controlled:

76,162

0.02%

0

0.00%

(3)

Stock-settled derivatives (including options)

and agreements to purchase/sell:

24,200

0.01%

24,700

0.01%

TOTAL:

887,544

0.26%

443,878

0.13%

(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

128,081

45.3500 USD

common stock

Purchase

103,256

45.3521 USD

common stock

Purchase

87,794

45.3794 USD

common stock

Purchase

76,705

45.2030 USD

common stock

Purchase

46,746

45.2883 USD

common stock

Purchase

42,019

45.2670 USD

common stock

Purchase

36,350

45.1479 USD

common stock

Purchase

35,494

45.5100 USD

common stock

Purchase

34,165

45.3373 USD

common stock

Purchase

24,118

45.3136 USD

common stock

Purchase

22,869

45.3997 USD

common stock

Purchase

17,296

44.9022 USD

common stock

Purchase

16,865

45.1266 USD

common stock

Purchase

14,763

45.5063 USD

common stock

Purchase

11,053

45.2067 USD

common stock

Purchase

10,514

45.2351 USD

common stock

Purchase

9,283

45.3662 USD

common stock

Purchase

8,378

45.3246 USD

common stock

Purchase

7,711

45.2391 USD

common stock

Purchase

5,608

45.3417 USD

common stock

Purchase

4,900

45.5300 USD

common stock

Purchase

4,815

45.1492 USD

common stock

Purchase

4,675

45.2749 USD

common stock

Purchase

3,905

45.2456 USD

common stock

Purchase

3,685

45.1331 USD

common stock

Purchase

3,403

45.1453 USD

common stock

Purchase

3,292

45.3559 USD

common stock

Purchase

3,271

45.4978 USD

common stock

Purchase

2,986

45.2440 USD

common stock

Purchase

2,650

45.1532 USD

common stock

Purchase

2,442

44.7652 USD

common stock

Purchase

2,407

45.3194 USD

common stock

Purchase

2,122

45.3841 USD

common stock

Purchase

2,094

45.1519 USD

common stock

Purchase

1,391

45.3608 USD

common stock

Purchase

1,371

45.1642 USD

common stock

Purchase

1,265

45.3700 USD

common stock

Purchase

1,137

45.1089 USD

common stock

Purchase

1,009

45.2569 USD

common stock

Purchase

996

45.1495 USD

common stock

Purchase

738

45.3425 USD

common stock

Purchase

673

44.3621 USD

common stock

Purchase

626

45.2500 USD

common stock

Purchase

515

44.9762 USD

common stock

Purchase

426

45.1525 USD

common stock

Purchase

408

45.4360 USD

common stock

Purchase

400

45.2837 USD

common stock

Purchase

303

45.4505 USD

common stock

Purchase

269

45.3699 USD

common stock

Purchase

219

44.7442 USD

common stock

Purchase

211

45.1505 USD

common stock

Purchase

143

41.0907 EUR

common stock

Purchase

100

45.3300 USD

common stock

Purchase

100

45.1400 USD

common stock

Purchase

100

45.4700 USD

common stock

Purchase

100

43.6750 USD

common stock

Purchase

100

45.4600 USD

common stock

Purchase

98

45.0800 USD

common stock

Purchase

78

43.7438 USD

common stock

Purchase

2

45.4500 USD

common stock

Purchase

2

44.8500 USD

common stock

Purchase

2

45.1500 USD

common stock

Sale

161,012

45.3067 USD

common stock

Sale

128,081

45.3500 USD

common stock

Sale

105,228

45.4266 USD

common stock

Sale

51,696

45.5100 USD

common stock

Sale

48,939

45.2434 USD

common stock

Sale

44,547

45.2114 USD

common stock

Sale

44,446

45.1291 USD

common stock

Sale

33,158

45.2356 USD

common stock

Sale

33,113

45.1476 USD

common stock

Sale

25,243

45.3468 USD

common stock

Sale

21,403

45.2181 USD

common stock

Sale

16,298

45.2695 USD

common stock

Sale

11,277

45.2898 USD

common stock

Sale

11,228

45.2660 USD

common stock

Sale

10,872

45.5079 USD

common stock

Sale

7,648

45.1530 USD

common stock

Sale

6,915

45.2124 USD

common stock

Sale

5,000

45.5300 USD

common stock

Sale

4,957

45.4124 USD

common stock

Sale

3,271

45.4978 USD

common stock

Sale

2,670

44.9990 USD

common stock

Sale

2,530

45.3700 USD

common stock

Sale

2,486

44.9004 USD

common stock

Sale

2,122

45.3841 USD

common stock

Sale

1,721

45.0459 USD

common stock

Sale

1,166

45.3100 USD

common stock

Sale

1,126

45.1174 USD

common stock

Sale

983

45.2619 USD

common stock

Sale

933

45.1471 USD

common stock

Sale

785

45.0902 USD

common stock

Sale

744

45.2143 USD

common stock

Sale

696

45.2269 USD

common stock

Sale

638

45.1526 USD

common stock

Sale

628

44.7656 USD

common stock

Sale

436

44.9436 USD

common stock

Sale

435

44.9191 USD

common stock

Sale

400

44.9025 USD

common stock

Sale

400

45.2675 USD

common stock

Sale

362

45.3936 USD

common stock

Sale

302

44.6010 USD

common stock

Sale

302

45.4800 USD

common stock

Sale

219

44.7442 USD

common stock

Sale

182

44.2970 USD

common stock

Sale

143

41.0907 EUR

common stock

Sale

111

44.3661 USD

common stock

Sale

104

45.5396 USD

common stock

Sale

100

45.5325 USD

common stock

Sale

59

44.5986 USD

common stock

Sale

36

45.2480 USD

common stock

Sale

27

45.1322 USD

common stock

Sale

26

44.1396 USD

common stock

Sale

11

44.2400 USD

common stock

Sale

10

43.7560 USD

common stock

Sale

6

44.9800 USD

common stock

Sale

3

44.1400 USD

common stock

Sale

2

44.8500 USD

(b)

Cash-settled derivative transactions

Class of

Product

Nature of dealing

Number of

Price per

relevant

description

reference

unit

security

securities

(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

Put Options

Selling

24,200

43.0000 USD

American

19 Jul 2024

0.0500 USD

common stock

Put Options

Purchasing

24,700

43.0000 USD

American

16 Aug 2024

0.7500 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?

YES

Date of disclosure:

17 Jul 2024

Contact name:

Large Holdings Regulatory Operations

Telephone number:

020 3134 7213

DETAILS OF OPEN OPTION AND DERIVATIVE POSITIONS, AGREEMENTS TO

PURCHASE OR SELL ETC.

Note 5(i) on Rule 8 of the Takeover Code (the "Code")

1.

KEY INFORMATION

Identity of the person whose positions/dealings

Barclays PLC.

are being disclosed:

Name of offeror/offeree in relation to whose

INTERNATIONAL PAPER CO

relevant securities this from relates:

2.

OPTIONS AND DERIVATIVES

Class of relevant security

Product description

Writing, purchasing, selling, varying etc

Number of securities to which option relates

Exercise price per unit

Type

Expiry date

common stock

Put Options

Purchased

-24,700

43.0000

American

16 Aug 2024

common stock

Put Options

Written

24,200

43.0000

American

19 Jul 2024

3.

AGREEMENTS TO PURCHASE OR SELL ETC.

Full details should be given so that the nature of the interest or position can be fully understood: