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:

10 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:

662,048

0.19%

784,500

0.23%

(2)

Cash-settled derivatives:

and/or controlled:

430,646

0.12%

100,125

0.03%

(3)

Stock-settled derivatives (including options)

and agreements to purchase/sell:

0

0.00%

0

0.00%

TOTAL:

1,092,694

0.31%

884,625

0.25%

(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

154,072

38.5727 USD

common stock

Purchase

89,733

38.4836 USD

common stock

Purchase

78,822

38.5595 USD

common stock

Purchase

64,679

38.7129 USD

common stock

Purchase

49,500

38.3920 USD

common stock

Purchase

39,444

38.5055 USD

common stock

Purchase

35,219

38.6386 USD

common stock

Purchase

34,987

38.5217 USD

common stock

Purchase

28,740

38.4427 USD

common stock

Purchase

28,557

38.5459 USD

common stock

Purchase

25,174

38.7339 USD

common stock

Purchase

21,069

38.4483 USD

common stock

Purchase

19,934

38.4480 USD

common stock

Purchase

18,541

38.4136 USD

common stock

Purchase

15,165

38.3779 USD

common stock

Purchase

14,684

38.3974 USD

common stock

Purchase

14,354

38.6041 USD

common stock

Purchase

12,480

38.3911 USD

common stock

Purchase

11,275

38.7217 USD

common stock

Purchase

11,274

38.3976 USD

common stock

Purchase

9,787

38.3733 USD

common stock

Purchase

8,360

38.3701 USD

common stock

Purchase

6,939

38.3748 USD

common stock

Purchase

5,718

38.3979 USD

common stock

Purchase

4,979

38.3942 USD

common stock

Purchase

4,911

38.5800 USD

common stock

Purchase

4,728

38.3722 USD

common stock

Purchase

4,226

38.6206 USD

common stock

Purchase

3,753

38.3384 USD

common stock

Purchase

2,901

38.4010 USD

common stock

Purchase

2,892

38.3879 USD

common stock

Purchase

2,464

38.4074 USD

common stock

Purchase

2,375

38.4537 USD

common stock

Purchase

2,117

38.3740 USD

common stock

Purchase

2,101

38.3795 USD

common stock

Purchase

2,100

38.3716 USD

common stock

Purchase

2,006

38.4604 USD

common stock

Purchase

1,825

38.3640 USD

common stock

Purchase

1,755

38.3508 USD

common stock

Purchase

1,575

38.3520 USD

common stock

Purchase

1,557

38.4368 USD

common stock

Purchase

820

38.4585 USD

common stock

Purchase

500

36.6200 EUR

common stock

Purchase

300

38.3866 USD

common stock

Purchase

300

38.3400 USD

common stock

Purchase

200

38.4100 USD

common stock

Purchase

200

38.3500 USD

common stock

Purchase

180

38.5522 USD

common stock

Purchase

135

38.3544 USD

common stock

Purchase

102

38.5611 USD

common stock

Purchase

101

38.3600 USD

common stock

Purchase

100

38.3700 USD

common stock

Purchase

100

38.4750 USD

common stock

Purchase

20

39.5100 USD

common stock

Purchase

10

38.3990 USD

common stock

Purchase

5

38.3550 USD

common stock

Purchase

2

38.3200 USD

common stock

Sale

296,959

38.5134 USD

common stock

Sale

50,740

38.3773 USD

common stock

Sale

49,100

38.3904 USD

common stock

Sale

42,011

38.5679 USD

common stock

Sale

34,167

38.6390 USD

common stock

Sale

30,362

38.4455 USD

common stock

Sale

28,193

38.5902 USD

common stock

Sale

26,023

38.5078 USD

common stock

Sale

25,093

38.5454 USD

common stock

Sale

18,744

38.7101 USD

common stock

Sale

17,477

38.7314 USD

common stock

Sale

16,883

38.5664 USD

common stock

Sale

16,048

38.5008 USD

common stock

Sale

14,354

38.6041 USD

common stock

Sale

12,326

38.6068 USD

common stock

Sale

11,275

38.7217 USD

common stock

Sale

11,274

38.3976 USD

common stock

Sale

8,770

38.5800 USD

common stock

Sale

8,377

38.5429 USD

common stock

Sale

8,198

38.7210 USD

common stock

Sale

7,418

38.5990 USD

common stock

Sale

7,353

38.5705 USD

common stock

Sale

6,300

38.6774 USD

common stock

Sale

6,054

38.5321 USD

common stock

Sale

5,593

38.5485 USD

common stock

Sale

5,422

38.6180 USD

common stock

Sale

4,592

38.6954 USD

common stock

Sale

3,434

38.7768 USD

common stock

Sale

3,309

38.6987 USD

common stock

Sale

3,247

38.6143 USD

common stock

Sale

2,805

38.8213 USD

common stock

Sale

2,556

38.5864 USD

common stock

Sale

2,364

38.6174 USD

common stock

Sale

2,179

38.7356 USD

common stock

Sale

2,117

38.5106 USD

common stock

Sale

1,825

38.3640 USD

common stock

Sale

1,786

38.4500 USD

common stock

Sale

1,584

38.5255 USD

common stock

Sale

1,537

38.5172 USD

common stock

Sale

1,466

38.7189 USD

common stock

Sale

1,210

38.6004 USD

common stock

Sale

1,207

38.4938 USD

common stock

Sale

1,082

38.6182 USD

common stock

Sale

1,001

38.6116 USD

common stock

Sale

820

38.4585 USD

common stock

Sale

763

38.4611 USD

common stock

Sale

742

38.6000 USD

common stock

Sale

710

38.7422 USD

common stock

Sale

595

38.5463 USD

common stock

Sale

566

38.6085 USD

common stock

Sale

541

38.6782 USD

common stock

Sale

502

38.8135 USD

common stock

Sale

500

38.6030 USD

common stock

Sale

500

36.6200 EUR

common stock

Sale

500

38.6400 USD

common stock

Sale

500

38.7160 USD

common stock

Sale

480

38.4650 USD

common stock

Sale

400

38.5500 USD

common stock

Sale

349

38.8092 USD

common stock

Sale

316

38.7535 USD

common stock

Sale

300

38.3866 USD

common stock

Sale

251

38.5558 USD

common stock

Sale

247

38.6461 USD

common stock

Sale

220

38.5445 USD

common stock

Sale

200

38.3400 USD

common stock

Sale

136

38.3553 USD

common stock

Sale

135

38.3544 USD

common stock

Sale

102

38.6049 USD

common stock

Sale

100

38.5100 USD

common stock

Sale

100

38.2200 USD

common stock

Sale

100

39.0300 USD

common stock

Sale

85

39.2100 USD

common stock

Sale

62

38.5200 USD

common stock

Sale

30

38.2400 USD

common stock

Sale

10

38.3990 USD

common stock

Sale

10

38.6500 USD

common stock

Sale

4

38.5313 USD

common stock

Sale

4

39.2200 USD

common stock

Sale

4

38.5225 USD

common stock

Sale

2

38.3200 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

9,704

38.5856 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

2,700

USD

0.9000 USD

common stock

Call Options

Selling

2,600

USD

0.3500 USD

common stock

Call Options

Selling

9,600

USD

0.5796 USD

common stock

Call Options

Selling

1,200

USD

0.6416 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:

13 May 2024

Contact name:

Large Holdings Regulatory Operations

Telephone number:

020 3134 7213