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:

20 Aug 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:

763,141

0.22%

442,382

0.13%

(2)

Cash-settled derivatives:

and/or controlled:

149,943

0.04%

0

0.00%

(3)

Stock-settled derivatives (including options)

and agreements to purchase/sell:

123,800

0.04%

0

0.00%

TOTAL:

1,036,884

0.30%

442,382

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

60,035

47.4596 USD

common stock

Purchase

42,971

47.4480 USD

common stock

Purchase

35,392

47.4125 USD

common stock

Purchase

31,632

47.4963 USD

common stock

Purchase

19,071

47.4832 USD

common stock

Purchase

12,260

47.4967 USD

common stock

Purchase

11,273

47.5172 USD

common stock

Purchase

9,468

47.4477 USD

common stock

Purchase

8,818

47.4360 USD

common stock

Purchase

8,236

47.5021 USD

common stock

Purchase

7,560

47.3961 USD

common stock

Purchase

6,980

47.4971 USD

common stock

Purchase

3,434

47.4812 USD

common stock

Purchase

3,323

47.4500 USD

common stock

Purchase

2,875

47.5238 USD

common stock

Purchase

2,604

47.4922 USD

common stock

Purchase

2,413

47.4668 USD

common stock

Purchase

2,400

47.3995 USD

common stock

Purchase

2,186

47.4893 USD

common stock

Purchase

1,847

47.4463 USD

common stock

Purchase

1,200

47.4858 USD

common stock

Purchase

1,194

47.4060 USD

common stock

Purchase

1,001

47.4982 USD

common stock

Purchase

780

47.4920 USD

common stock

Purchase

488

47.5071 USD

common stock

Purchase

375

47.3814 USD

common stock

Purchase

364

47.7100 USD

common stock

Purchase

350

47.3500 USD

common stock

Purchase

326

47.3763 USD

common stock

Purchase

300

47.5100 USD

common stock

Purchase

213

47.4806 USD

common stock

Purchase

201

47.5091 USD

common stock

Purchase

200

47.6050 USD

common stock

Purchase

200

47.4450 USD

common stock

Purchase

200

47.7300 USD

common stock

Purchase

130

47.6800 USD

common stock

Purchase

100

47.3900 USD

common stock

Purchase

5

47.5000 USD

common stock

Purchase

2

47.4000 USD

common stock

Sale

47,742

47.4428 USD

common stock

Sale

42,908

47.4563 USD

common stock

Sale

35,392

47.4125 USD

common stock

Sale

31,632

47.4963 USD

common stock

Sale

18,246

47.4500 USD

common stock

Sale

17,198

47.4392 USD

common stock

Sale

12,760

47.4667 USD

common stock

Sale

11,756

47.5007 USD

common stock

Sale

8,094

47.5112 USD

common stock

Sale

5,851

47.4842 USD

common stock

Sale

4,658

47.3851 USD

common stock

Sale

4,046

47.5225 USD

common stock

Sale

3,989

47.4749 USD

common stock

Sale

3,255

47.4945 USD

common stock

Sale

3,014

47.4556 USD

common stock

Sale

2,895

47.4698 USD

common stock

Sale

2,747

47.4699 USD

common stock

Sale

2,497

47.3713 USD

common stock

Sale

2,306

47.3935 USD

common stock

Sale

2,300

47.4000 USD

common stock

Sale

2,150

47.4198 USD

common stock

Sale

2,042

47.3880 USD

common stock

Sale

1,749

47.4043 USD

common stock

Sale

1,707

47.3407 USD

common stock

Sale

1,527

47.4013 USD

common stock

Sale

1,497

47.5049 USD

common stock

Sale

1,426

47.3794 USD

common stock

Sale

1,321

47.4112 USD

common stock

Sale

1,225

47.3588 USD

common stock

Sale

900

47.3822 USD

common stock

Sale

831

47.4180 USD

common stock

Sale

607

47.4658 USD

common stock

Sale

500

47.4190 USD

common stock

Sale

500

47.4300 USD

common stock

Sale

477

47.4533 USD

common stock

Sale

379

47.7100 USD

common stock

Sale

308

47.4200 USD

common stock

Sale

307

47.4360 USD

common stock

Sale

300

47.5533 USD

common stock

Sale

300

47.6233 USD

common stock

Sale

200

47.3600 USD

common stock

Sale

200

47.4450 USD

common stock

Sale

200

47.4400 USD

common stock

Sale

200

47.7300 USD

common stock

Sale

115

47.4278 USD

common stock

Sale

100

47.4600 USD

common stock

Sale

100

47.3900 USD

common stock

Sale

81

47.4914 USD

common stock

Sale

46

47.4100 USD

common stock

Sale

26

47.6800 USD

common stock

Sale

10

47.4800 USD

common stock

Sale

5

47.5000 USD

common stock

Sale

3

47.5200 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 Short

29600

47.4500 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:

21 Aug 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: