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:

25 Jul 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:

921,749

0.27%

438,646

0.13%

(2)

Cash-settled derivatives:

and/or controlled:

105,862

0.03%

0

0.00%

(3)

Stock-settled derivatives (including options)

and agreements to purchase/sell:

0

0.00%

24,700

0.01%

TOTAL:

1,027,611

0.30%

463,346

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

2,251,592

45.8043 USD

common stock

Purchase

388,085

45.8962 USD

common stock

Purchase

360,785

45.7499 USD

common stock

Purchase

307,823

45.6967 USD

common stock

Purchase

140,644

46.1761 USD

common stock

Purchase

133,000

46.1500 USD

common stock

Purchase

75,985

46.0610 USD

common stock

Purchase

53,394

46.1181 USD

common stock

Purchase

51,920

46.0638 USD

common stock

Purchase

49,137

45.9693 USD

common stock

Purchase

47,181

46.2244 USD

common stock

Purchase

36,633

46.0433 USD

common stock

Purchase

20,604

46.1984 USD

common stock

Purchase

13,742

46.0998 USD

common stock

Purchase

13,028

46.0120 USD

common stock

Purchase

12,939

46.0787 USD

common stock

Purchase

12,042

46.0755 USD

common stock

Purchase

10,202

45.9849 USD

common stock

Purchase

10,076

46.0106 USD

common stock

Purchase

9,570

46.1596 USD

common stock

Purchase

9,430

45.9982 USD

common stock

Purchase

7,989

46.1307 USD

common stock

Purchase

7,171

45.8347 USD

common stock

Purchase

7,140

46.1148 USD

common stock

Purchase

5,635

46.1613 USD

common stock

Purchase

4,596

46.0822 USD

common stock

Purchase

3,655

46.0913 USD

common stock

Purchase

2,971

46.0960 USD

common stock

Purchase

2,348

46.1526 USD

common stock

Purchase

2,000

45.7407 USD

common stock

Purchase

1,669

45.9847 USD

common stock

Purchase

1,398

46.2142 USD

common stock

Purchase

1,300

46.1615 USD

common stock

Purchase

1,127

46.2200 USD

common stock

Purchase

959

44.6500 USD

common stock

Purchase

959

45.6500 USD

common stock

Purchase

853

46.2364 USD

common stock

Purchase

800

46.3000 USD

common stock

Purchase

798

45.6887 USD

common stock

Purchase

694

46.2369 USD

common stock

Purchase

607

46.1540 USD

common stock

Purchase

534

45.6694 USD

common stock

Purchase

527

46.3198 USD

common stock

Purchase

499

45.9866 USD

common stock

Purchase

495

46.0605 USD

common stock

Purchase

307

45.7613 USD

common stock

Purchase

204

46.2600 USD

common stock

Purchase

201

46.1777 USD

common stock

Purchase

200

45.9000 USD

common stock

Purchase

200

45.6600 USD

common stock

Purchase

200

46.2550 USD

common stock

Purchase

200

45.6900 USD

common stock

Purchase

103

46.4213 USD

common stock

Purchase

100

46.2000 USD

common stock

Purchase

100

45.7800 USD

common stock

Purchase

30

45.7500 USD

common stock

Purchase

22

45.8882 USD

common stock

Purchase

8

42.3700 EUR

common stock

Purchase

4

45.6700 USD

common stock

Purchase

3

46.3100 USD

common stock

Sale

750,516

45.8754 USD

common stock

Sale

639,740

45.7813 USD

common stock

Sale

360,785

45.7499 USD

common stock

Sale

309,589

45.6966 USD

common stock

Sale

222,550

45.8214 USD

common stock

Sale

166,621

45.7982 USD

common stock

Sale

158,000

46.1500 USD

common stock

Sale

146,742

46.1453 USD

common stock

Sale

137,041

46.1171 USD

common stock

Sale

123,218

45.6034 USD

common stock

Sale

108,182

45.8626 USD

common stock

Sale

104,193

46.2163 USD

common stock

Sale

80,007

45.9152 USD

common stock

Sale

73,574

46.0692 USD

common stock

Sale

62,248

46.0228 USD

common stock

Sale

58,421

46.1874 USD

common stock

Sale

50,285

46.1863 USD

common stock

Sale

44,424

45.8387 USD

common stock

Sale

39,582

45.9882 USD

common stock

Sale

38,066

46.1368 USD

common stock

Sale

36,633

46.0433 USD

common stock

Sale

35,319

45.8362 USD

common stock

Sale

28,221

46.0121 USD

common stock

Sale

25,887

45.9015 USD

common stock

Sale

12,908

46.0219 USD

common stock

Sale

12,312

45.9615 USD

common stock

Sale

11,788

45.8252 USD

common stock

Sale

10,902

45.8270 USD

common stock

Sale

10,676

45.8000 USD

common stock

Sale

10,623

46.0575 USD

common stock

Sale

10,202

45.9849 USD

common stock

Sale

10,049

45.7786 USD

common stock

Sale

9,619

46.0736 USD

common stock

Sale

7,171

45.8347 USD

common stock

Sale

7,128

45.9779 USD

common stock

Sale

6,200

45.6853 USD

common stock

Sale

5,640

46.1395 USD

common stock

Sale

5,162

45.9594 USD

common stock

Sale

4,052

46.0533 USD

common stock

Sale

4,034

46.2121 USD

common stock

Sale

3,709

46.1229 USD

common stock

Sale

3,693

46.0885 USD

common stock

Sale

3,344

45.8130 USD

common stock

Sale

3,040

46.0545 USD

common stock

Sale

2,771

46.1954 USD

common stock

Sale

2,552

45.5958 USD

common stock

Sale

2,332

45.7656 USD

common stock

Sale

2,008

45.8251 USD

common stock

Sale

2,000

45.7147 USD

common stock

Sale

2,000

45.9422 USD

common stock

Sale

1,749

45.7998 USD

common stock

Sale

1,724

46.2138 USD

common stock

Sale

1,643

46.0376 USD

common stock

Sale

1,615

45.9065 USD

common stock

Sale

1,400

45.7185 USD

common stock

Sale

1,400

45.8189 USD

common stock

Sale

1,398

46.2142 USD

common stock

Sale

1,300

46.1615 USD

common stock

Sale

1,300

45.7723 USD

common stock

Sale

1,290

46.1378 USD

common stock

Sale

1,123

46.1593 USD

common stock

Sale

1,100

45.6718 USD

common stock

Sale

1,100

45.7521 USD

common stock

Sale

1,059

46.1341 USD

common stock

Sale

1,000

45.7407 USD

common stock

Sale

999

46.0881 USD

common stock

Sale

964

45.6500 USD

common stock

Sale

959

44.6500 USD

common stock

Sale

934

46.2200 USD

common stock

Sale

853

46.2364 USD

common stock

Sale

800

46.1150 USD

common stock

Sale

800

46.3000 USD

common stock

Sale

700

45.9442 USD

common stock

Sale

694

46.2369 USD

common stock

Sale

631

46.0150 USD

common stock

Sale

627

45.9124 USD

common stock

Sale

619

46.1982 USD

common stock

Sale

600

45.6850 USD

common stock

Sale

546

45.6256 USD

common stock

Sale

540

45.6740 USD

common stock

Sale

515

45.7243 USD

common stock

Sale

500

45.7548 USD

common stock

Sale

500

45.7040 USD

common stock

Sale

481

45.7369 USD

common stock

Sale

449

46.2555 USD

common stock

Sale

406

45.8782 USD

common stock

Sale

400

46.2000 USD

common stock

Sale

400

46.0450 USD

common stock

Sale

340

46.0026 USD

common stock

Sale

217

45.6970 USD

common stock

Sale

205

45.7800 USD

common stock

Sale

200

45.9924 USD

common stock

Sale

185

45.7847 USD

common stock

Sale

150

45.6700 USD

common stock

Sale

120

46.3293 USD

common stock

Sale

100

45.9000 USD

common stock

Sale

100

46.0715 USD

common stock

Sale

100

45.8100 USD

common stock

Sale

94

45.7500 USD

common stock

Sale

80

45.9650 USD

common stock

Sale

50

45.8200 USD

common stock

Sale

49

46.2100 USD

common stock

Sale

42

46.3900 USD

common stock

Sale

38

45.7655 USD

common stock

Sale

35

46.0014 USD

common stock

Sale

30

46.2650 USD

common stock

Sale

25

45.7620 USD

common stock

Sale

25

45.7020 USD

common stock

Sale

25

46.1020 USD

common stock

Sale

8

45.5700 USD

common stock

Sale

8

42.3700 EUR

common stock

Sale

6

45.7967 USD

common stock

Sale

6

45.7600 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

Opening Long

29,700

46.0189 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

22,600

48.0000 USD

American

02 Aug 2024

0.2520 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?

YES

Date of disclosure:

26 Jul 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: