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:

04 Sep 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:

831,459

0.24%

489,592

0.14%

(2)

Cash-settled derivatives:

and/or controlled:

367,654

0.11%

0

0.00%

(3)

Stock-settled derivatives (including options)

and agreements to purchase/sell:

123,800

0.04%

0

0.00%

TOTAL:

1,322,913

0.38%

489,592

0.14%

(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

103,347

47.3586 USD

common stock

Purchase

48,565

47.3122 USD

common stock

Purchase

36,424

47.4010 USD

common stock

Purchase

35,674

47.3932 USD

common stock

Purchase

28,890

47.4768 USD

common stock

Purchase

22,877

47.2813 USD

common stock

Purchase

22,501

47.3100 USD

common stock

Purchase

20,502

47.3289 USD

common stock

Purchase

12,973

47.3130 USD

common stock

Purchase

9,850

47.4131 USD

common stock

Purchase

9,510

47.3223 USD

common stock

Purchase

9,174

47.2797 USD

common stock

Purchase

4,914

47.2855 USD

common stock

Purchase

3,454

47.3911 USD

common stock

Purchase

3,400

47.3600 USD

common stock

Purchase

3,289

47.3502 USD

common stock

Purchase

3,247

47.4406 USD

common stock

Purchase

3,100

47.3692 USD

common stock

Purchase

2,567

47.3099 USD

common stock

Purchase

2,221

47.3629 USD

common stock

Purchase

1,825

47.4328 USD

common stock

Purchase

800

47.2737 USD

common stock

Purchase

756

47.4211 USD

common stock

Purchase

405

47.4342 USD

common stock

Purchase

377

47.3270 USD

common stock

Purchase

364

47.2100 USD

common stock

Purchase

334

47.5700 USD

common stock

Purchase

254

47.2864 USD

common stock

Purchase

250

47.5750 USD

common stock

Purchase

222

47.2527 USD

common stock

Purchase

200

47.1750 USD

common stock

Purchase

198

47.2095 USD

common stock

Purchase

168

47.4747 USD

common stock

Purchase

100

47.3150 USD

common stock

Purchase

95

47.2600 USD

common stock

Purchase

91

47.3200 USD

common stock

Purchase

34

47.5200 USD

common stock

Purchase

15

47.5550 USD

common stock

Purchase

4

47.5100 USD

common stock

Sale

144,473

47.3711 USD

common stock

Sale

65,424

47.3610 USD

common stock

Sale

34,463

47.3328 USD

common stock

Sale

22,021

47.3412 USD

common stock

Sale

21,619

47.3100 USD

common stock

Sale

19,708

47.3111 USD

common stock

Sale

16,752

47.2714 USD

common stock

Sale

16,270

47.5701 USD

common stock

Sale

8,769

47.3407 USD

common stock

Sale

6,976

47.3063 USD

common stock

Sale

6,102

47.3086 USD

common stock

Sale

5,210

47.2742 USD

common stock

Sale

5,182

47.3650 USD

common stock

Sale

3,422

47.3099 USD

common stock

Sale

3,400

47.3600 USD

common stock

Sale

2,162

47.3340 USD

common stock

Sale

2,149

47.3761 USD

common stock

Sale

1,550

47.3692 USD

common stock

Sale

1,472

47.3386 USD

common stock

Sale

831

47.4086 USD

common stock

Sale

674

47.3864 USD

common stock

Sale

548

47.3632 USD

common stock

Sale

436

47.4386 USD

common stock

Sale

377

47.3270 USD

common stock

Sale

365

47.3566 USD

common stock

Sale

334

47.5700 USD

common stock

Sale

222

47.2527 USD

common stock

Sale

220

47.3779 USD

common stock

Sale

198

47.2095 USD

common stock

Sale

180

47.3919 USD

common stock

Sale

125

47.5750 USD

common stock

Sale

89

47.4396 USD

common stock

Sale

86

47.5124 USD

common stock

Sale

65

47.3738 USD

common stock

Sale

34

47.5200 USD

common stock

Sale

31

47.3120 USD

common stock

Sale

30

47.5550 USD

common stock

Sale

27

47.5000 USD

common stock

Sale

22

47.3000 USD

common stock

Sale

20

47.2875 USD

common stock

Sale

10

47.3900 USD

common stock

Sale

5

47.5100 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

Increasing Long

1,712

47.3074 USD

common stock

SWAP

Decreasing Long

1,448

47.3125 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

(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:

05 Sep 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

Written

123,800

45.0000

American

20 Sep 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: