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:

23 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:

733,500

0.21%

655,008

0.19%

(2)

Cash-settled derivatives:

and/or controlled:

339,357

0.10%

27,615

0.01%

(3)

Stock-settled derivatives (including options)

and agreements to purchase/sell:

0

0.00%

0

0.00%

TOTAL:

1,072,857

0.31%

682,623

0.20%

(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

210,961

34.3597 USD

common stock

Purchase

195,339

34.3358 USD

common stock

Purchase

75,244

34.3108 USD

common stock

Purchase

50,070

34.3280 USD

common stock

Purchase

46,015

34.2924 USD

common stock

Purchase

39,238

34.3449 USD

common stock

Purchase

30,380

34.3295 USD

common stock

Purchase

22,298

34.3120 USD

common stock

Purchase

18,038

34.3591 USD

common stock

Purchase

17,574

34.3540 USD

common stock

Purchase

15,200

34.3654 USD

common stock

Purchase

12,303

34.3257 USD

common stock

Purchase

12,235

34.4100 USD

common stock

Purchase

7,581

34.3131 USD

common stock

Purchase

7,409

34.3042 USD

common stock

Purchase

5,663

34.3813 USD

common stock

Purchase

4,725

34.3058 USD

common stock

Purchase

4,694

34.0793 USD

common stock

Purchase

2,986

34.2950 USD

common stock

Purchase

2,719

34.2502 USD

common stock

Purchase

2,146

34.3070 USD

common stock

Purchase

2,134

34.3213 USD

common stock

Purchase

1,853

34.3026 USD

common stock

Purchase

1,750

34.2500 USD

common stock

Purchase

1,750

33.9200 USD

common stock

Purchase

1,600

34.2012 USD

common stock

Purchase

1,524

34.3607 USD

common stock

Purchase

1,375

34.3208 USD

common stock

Purchase

1,298

34.3263 USD

common stock

Purchase

1,233

34.4133 USD

common stock

Purchase

1,165

34.3667 USD

common stock

Purchase

1,150

34.3067 USD

common stock

Purchase

1,121

34.3438 USD

common stock

Purchase

624

34.3777 USD

common stock

Purchase

419

34.3634 USD

common stock

Purchase

344

34.2550 USD

common stock

Purchase

319

34.3112 USD

common stock

Purchase

300

33.9066 USD

common stock

Purchase

231

34.3368 USD

common stock

Purchase

208

34.4200 USD

common stock

Purchase

191

34.3162 USD

common stock

Purchase

180

34.3100 USD

common stock

Purchase

151

34.3680 USD

common stock

Purchase

144

34.4226 USD

common stock

Purchase

141

34.3926 USD

common stock

Purchase

129

34.3000 USD

common stock

Purchase

117

34.3682 USD

common stock

Purchase

100

34.0000 USD

common stock

Purchase

93

34.3019 USD

common stock

Purchase

79

34.3297 USD

common stock

Purchase

71

34.3076 USD

common stock

Purchase

55

34.4300 USD

common stock

Purchase

30

34.4350 USD

common stock

Sale

305,821

34.3444 USD

common stock

Sale

64,582

34.3353 USD

common stock

Sale

58,144

34.3459 USD

common stock

Sale

49,170

34.3265 USD

common stock

Sale

39,734

34.3146 USD

common stock

Sale

39,238

34.3449 USD

common stock

Sale

25,416

34.3357 USD

common stock

Sale

25,368

34.3423 USD

common stock

Sale

22,318

34.3416 USD

common stock

Sale

16,792

34.3354 USD

common stock

Sale

16,055

34.3432 USD

common stock

Sale

12,338

34.3430 USD

common stock

Sale

12,317

34.2323 USD

common stock

Sale

12,219

34.4100 USD

common stock

Sale

8,282

34.3165 USD

common stock

Sale

7,870

34.3159 USD

common stock

Sale

7,450

34.3801 USD

common stock

Sale

5,513

34.2959 USD

common stock

Sale

4,746

34.3727 USD

common stock

Sale

4,490

34.2803 USD

common stock

Sale

4,394

34.3107 USD

common stock

Sale

4,340

34.3076 USD

common stock

Sale

4,221

34.3094 USD

common stock

Sale

3,829

34.2264 USD

common stock

Sale

3,676

34.3209 USD

common stock

Sale

2,835

34.3124 USD

common stock

Sale

2,423

34.3205 USD

common stock

Sale

2,202

34.3953 USD

common stock

Sale

2,090

34.3021 USD

common stock

Sale

1,750

33.9200 USD

common stock

Sale

1,750

34.2500 USD

common stock

Sale

1,507

34.3336 USD

common stock

Sale

1,338

34.3488 USD

common stock

Sale

1,309

34.3460 USD

common stock

Sale

1,298

34.3263 USD

common stock

Sale

1,297

34.3218 USD

common stock

Sale

1,279

34.3615 USD

common stock

Sale

1,232

34.3048 USD

common stock

Sale

1,177

34.3274 USD

common stock

Sale

1,170

34.3256 USD

common stock

Sale

1,165

34.3667 USD

common stock

Sale

953

34.3509 USD

common stock

Sale

688

34.2550 USD

common stock

Sale

676

34.2595 USD

common stock

Sale

673

34.3356 USD

common stock

Sale

600

34.3516 USD

common stock

Sale

600

34.2200 USD

common stock

Sale

549

34.3508 USD

common stock

Sale

474

34.3708 USD

common stock

Sale

428

34.1032 USD

common stock

Sale

400

34.2250 USD

common stock

Sale

377

34.2772 USD

common stock

Sale

364

34.3052 USD

common stock

Sale

300

34.2233 USD

common stock

Sale

200

34.3450 USD

common stock

Sale

200

34.3250 USD

common stock

Sale

200

34.3100 USD

common stock

Sale

180

34.3522 USD

common stock

Sale

174

34.3530 USD

common stock

Sale

151

34.3680 USD

common stock

Sale

142

34.4223 USD

common stock

Sale

142

34.2300 USD

common stock

Sale

129

34.3000 USD

common stock

Sale

125

34.3606 USD

common stock

Sale

102

34.4400 USD

common stock

Sale

100

34.2600 USD

common stock

Sale

100

34.3900 USD

common stock

Sale

100

34.0000 USD

common stock

Sale

96

34.3875 USD

common stock

Sale

93

34.2700 USD

common stock

Sale

84

34.3330 USD

common stock

Sale

42

34.3879 USD

common stock

Sale

40

34.3712 USD

common stock

Sale

20

34.3500 USD

common stock

Sale

13

34.3734 USD

common stock

Sale

10

34.3950 USD

common stock

Sale

5

34.2800 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

38,100

34.3406 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

8,400

USD

0.5750 USD

common stock

Call Options

Selling

1,800

USD

0.3000 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:

24 Apr 2024

Contact name:

Large Holdings Regulatory Operations

Telephone number:

020 3134 7213