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 COMOANY

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:

09 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:

793,519

0.23%

478,446

0.14%

(2)

Cash-settled derivatives:

and/or controlled:

168,662

0.05%

0

0.00%

(3)

Stock-settled derivatives (including options)

and agreements to purchase/sell:

0

0.00%

24,700

0.01%

TOTAL:

962,181

0.28%

503,146

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

55,843

44.3523 USD

common stock

Purchase

19,976

44.3383 USD

common stock

Purchase

19,001

44.3551 USD

common stock

Purchase

13,779

44.3563 USD

common stock

Purchase

13,761

44.3504 USD

common stock

Purchase

12,471

44.4963 USD

common stock

Purchase

10,747

44.3605 USD

common stock

Purchase

9,567

44.3613 USD

common stock

Purchase

7,717

44.3693 USD

common stock

Purchase

7,553

44.3895 USD

common stock

Purchase

7,513

44.3799 USD

common stock

Purchase

5,280

44.3968 USD

common stock

Purchase

4,403

44.3276 USD

common stock

Purchase

3,596

44.3997 USD

common stock

Purchase

2,377

44.3432 USD

common stock

Purchase

2,294

44.4105 USD

common stock

Purchase

2,177

44.3146 USD

common stock

Purchase

1,775

44.4069 USD

common stock

Purchase

1,768

44.3444 USD

common stock

Purchase

995

44.4484 USD

common stock

Purchase

889

44.4146 USD

common stock

Purchase

850

44.3785 USD

common stock

Purchase

799

44.3472 USD

common stock

Purchase

776

44.4007 USD

common stock

Purchase

757

44.3937 USD

common stock

Purchase

669

44.3976 USD

common stock

Purchase

601

44.3466 USD

common stock

Purchase

600

44.4900 USD

common stock

Purchase

550

44.4022 USD

common stock

Purchase

502

44.3500 USD

common stock

Purchase

400

44.2900 USD

common stock

Purchase

400

44.3325 USD

common stock

Purchase

309

44.3390 USD

common stock

Purchase

296

44.4064 USD

common stock

Purchase

155

44.4045 USD

common stock

Purchase

105

44.2700 USD

common stock

Purchase

100

44.3300 USD

common stock

Purchase

100

44.4800 USD

common stock

Purchase

100

44.4300 USD

common stock

Purchase

76

44.3650 USD

common stock

Purchase

36

44.2919 USD

common stock

Purchase

30

44.4500 USD

common stock

Purchase

30

44.4400 USD

common stock

Purchase

18

44.3400 USD

common stock

Purchase

14

44.3042 USD

common stock

Purchase

7

40.6000 EUR

common stock

Purchase

6

44.1800 USD

common stock

Purchase

1

44.3700 USD

common stock

Sale

96,179

44.3530 USD

common stock

Sale

19,001

44.3551 USD

common stock

Sale

15,809

44.3500 USD

common stock

Sale

13,761

44.3504 USD

common stock

Sale

12,481

44.4030 USD

common stock

Sale

11,275

44.3501 USD

common stock

Sale

8,507

44.5119 USD

common stock

Sale

7,378

44.3575 USD

common stock

Sale

4,334

44.3968 USD

common stock

Sale

3,923

44.4657 USD

common stock

Sale

3,617

44.3678 USD

common stock

Sale

3,069

44.3794 USD

common stock

Sale

2,962

44.3768 USD

common stock

Sale

1,076

44.4015 USD

common stock

Sale

776

44.4007 USD

common stock

Sale

600

44.4900 USD

common stock

Sale

550

44.4022 USD

common stock

Sale

400

44.2762 USD

common stock

Sale

341

44.4102 USD

common stock

Sale

150

44.4266 USD

common stock

Sale

100

44.3300 USD

common stock

Sale

76

44.3650 USD

common stock

Sale

50

44.1900 USD

common stock

Sale

28

44.3042 USD

common stock

Sale

21

44.3400 USD

common stock

Sale

18

44.2458 USD

common stock

Sale

15

44.6720 USD

common stock

Sale

13

44.2653 USD

common stock

Sale

7

40.6000 EUR

common stock

Sale

4

44.3000 USD

common stock

Sale

3

44.4300 USD

common stock

Sale

3

44.4500 USD

common stock

Sale

2

44.7000 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

(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:

12 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

Purchased

-24,700

43.0000

American

16 Aug 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: