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 May 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:

762,703

0.22%

576,720

0.17%

(2)

Cash-settled derivatives:

and/or controlled:

324,435

0.09%

56,070

0.02%

(3)

Stock-settled derivatives (including options)

and agreements to purchase/sell:

0

0.00%

0

0.00%

TOTAL:

1,087,138

0.31%

632,790

0.18%

(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

335,145

41.1518 USD

common stock

Purchase

69,869

41.1800 USD

common stock

Purchase

63,055

41.1353 USD

common stock

Purchase

21,628

41.0725 USD

common stock

Purchase

14,532

41.1745 USD

common stock

Purchase

12,359

41.2151 USD

common stock

Purchase

11,677

41.2116 USD

common stock

Purchase

11,560

41.3233 USD

common stock

Purchase

8,305

41.1449 USD

common stock

Purchase

7,648

41.3836 USD

common stock

Purchase

4,013

41.2013 USD

common stock

Purchase

3,643

41.8200 USD

common stock

Purchase

3,168

41.2417 USD

common stock

Purchase

3,000

41.3283 USD

common stock

Purchase

3,000

41.7077 USD

common stock

Purchase

2,357

41.7008 USD

common stock

Purchase

2,144

41.1314 USD

common stock

Purchase

1,494

41.1569 USD

common stock

Purchase

1,134

41.5830 USD

common stock

Purchase

919

41.1863 USD

common stock

Purchase

916

41.2025 USD

common stock

Purchase

643

41.7000 USD

common stock

Purchase

587

41.1406 USD

common stock

Purchase

560

41.0834 USD

common stock

Purchase

411

41.7898 USD

common stock

Purchase

300

41.2415 USD

common stock

Purchase

268

41.1625 USD

common stock

Purchase

222

41.0915 USD

common stock

Purchase

209

41.0880 USD

common stock

Purchase

106

41.1393 USD

common stock

Purchase

100

41.2200 USD

common stock

Purchase

52

41.2600 USD

common stock

Purchase

13

41.1600 USD

common stock

Purchase

4

41.0800 USD

common stock

Sale

159,216

41.1677 USD

common stock

Sale

52,363

41.1853 USD

common stock

Sale

37,728

41.0922 USD

common stock

Sale

36,266

41.1800 USD

common stock

Sale

25,497

41.1533 USD

common stock

Sale

24,461

41.0943 USD

common stock

Sale

23,860

41.2043 USD

common stock

Sale

22,368

41.1673 USD

common stock

Sale

21,921

41.1794 USD

common stock

Sale

17,265

41.0590 USD

common stock

Sale

16,533

41.0740 USD

common stock

Sale

14,666

41.2274 USD

common stock

Sale

14,516

41.1779 USD

common stock

Sale

10,258

41.1686 USD

common stock

Sale

7,280

41.3201 USD

common stock

Sale

6,643

41.5336 USD

common stock

Sale

5,021

41.2555 USD

common stock

Sale

4,807

41.0955 USD

common stock

Sale

4,561

41.1001 USD

common stock

Sale

4,033

41.1071 USD

common stock

Sale

3,793

41.1643 USD

common stock

Sale

3,505

41.0925 USD

common stock

Sale

3,487

41.0514 USD

common stock

Sale

3,460

40.9639 USD

common stock

Sale

3,168

41.2417 USD

common stock

Sale

3,000

41.8200 USD

common stock

Sale

3,000

41.7077 USD

common stock

Sale

3,000

41.3283 USD

common stock

Sale

2,511

41.1598 USD

common stock

Sale

2,357

41.7008 USD

common stock

Sale

2,144

41.1314 USD

common stock

Sale

1,608

41.1313 USD

common stock

Sale

1,608

41.1027 USD

common stock

Sale

1,146

41.1549 USD

common stock

Sale

643

41.7000 USD

common stock

Sale

587

41.1406 USD

common stock

Sale

500

41.0270 USD

common stock

Sale

300

41.2415 USD

common stock

Sale

300

41.3100 USD

common stock

Sale

268

41.1625 USD

common stock

Sale

200

41.9700 USD

common stock

Sale

190

41.2200 USD

common stock

Sale

150

41.2197 USD

common stock

Sale

127

41.1972 USD

common stock

Sale

106

41.1393 USD

common stock

Sale

100

40.9000 USD

common stock

Sale

48

40.9606 USD

common stock

Sale

12

40.9400 USD

common stock

Sale

6

40.9200 USD

common stock

Sale

2

41.2600 USD

common stock

Sale

1

40.2600 USD

common stock

Sale

1

41.0700 USD

common stock

Sale

1

41.1300 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

Call Options

Selling

31,300

USD

1.0395 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:

21 May 2024

Contact name:

Large Holdings Regulatory Operations

Telephone number:

020 3134 7213