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:

24 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:

827,355

0.24%

408,867

0.12%

(2)

Cash-settled derivatives:

and/or controlled:

76,162

0.02%

0

0.00%

(3)

Stock-settled derivatives (including options)

and agreements to purchase/sell:

0

0.00%

24,700

0.01%

TOTAL:

903,517

0.26%

433,567

0.12%

(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

361,085

46.8091 USD

common stock

Purchase

296,411

46.7801 USD

common stock

Purchase

234,665

46.3210 USD

common stock

Purchase

214,300

46.6974 USD

common stock

Purchase

134,677

46.4210 USD

common stock

Purchase

129,713

47.0322 USD

common stock

Purchase

95,419

46.8970 USD

common stock

Purchase

95,407

46.3616 USD

common stock

Purchase

95,364

46.5177 USD

common stock

Purchase

60,714

46.6307 USD

common stock

Purchase

38,870

46.7655 USD

common stock

Purchase

32,265

46.8086 USD

common stock

Purchase

25,619

46.9955 USD

common stock

Purchase

23,802

46.6056 USD

common stock

Purchase

21,779

46.7165 USD

common stock

Purchase

19,648

46.6937 USD

common stock

Purchase

19,383

46.7102 USD

common stock

Purchase

16,719

46.6933 USD

common stock

Purchase

14,390

46.5928 USD

common stock

Purchase

12,920

46.6439 USD

common stock

Purchase

10,526

46.2784 USD

common stock

Purchase

10,181

46.6870 USD

common stock

Purchase

9,499

46.6936 USD

common stock

Purchase

6,637

46.7091 USD

common stock

Purchase

6,483

46.7459 USD

common stock

Purchase

5,592

46.2800 USD

common stock

Purchase

5,466

46.6293 USD

common stock

Purchase

4,759

46.8373 USD

common stock

Purchase

4,258

47.0537 USD

common stock

Purchase

3,762

46.5092 USD

common stock

Purchase

3,218

46.6453 USD

common stock

Purchase

3,074

46.9114 USD

common stock

Purchase

3,011

46.4734 USD

common stock

Purchase

2,861

47.1583 USD

common stock

Purchase

2,600

46.7657 USD

common stock

Purchase

2,578

46.4285 USD

common stock

Purchase

2,185

46.6129 USD

common stock

Purchase

2,006

46.7394 USD

common stock

Purchase

1,932

46.1629 USD

common stock

Purchase

1,594

46.8129 USD

common stock

Purchase

1,250

46.2799 USD

common stock

Purchase

1,233

46.3547 USD

common stock

Purchase

907

46.2034 USD

common stock

Purchase

873

46.5405 USD

common stock

Purchase

855

46.9635 USD

common stock

Purchase

799

46.6892 USD

common stock

Purchase

688

46.7339 USD

common stock

Purchase

668

46.9386 USD

common stock

Purchase

585

46.5388 USD

common stock

Purchase

500

46.8380 USD

common stock

Purchase

317

46.5488 USD

common stock

Purchase

300

46.8066 USD

common stock

Purchase

300

46.8800 USD

common stock

Purchase

211

41.6959 EUR

common stock

Purchase

162

46.8950 USD

common stock

Purchase

55

41.6363 EUR

common stock

Purchase

16

45.3050 USD

common stock

Sale

413,454

46.7817 USD

common stock

Sale

221,348

46.8276 USD

common stock

Sale

164,458

46.2739 USD

common stock

Sale

159,952

46.8233 USD

common stock

Sale

138,940

46.8227 USD

common stock

Sale

122,370

46.4588 USD

common stock

Sale

75,954

46.3292 USD

common stock

Sale

73,501

46.3204 USD

common stock

Sale

69,214

46.6346 USD

common stock

Sale

57,088

46.7209 USD

common stock

Sale

47,972

46.6267 USD

common stock

Sale

32,265

46.8086 USD

common stock

Sale

29,160

46.7516 USD

common stock

Sale

27,824

46.6777 USD

common stock

Sale

27,293

46.6870 USD

common stock

Sale

26,784

46.6754 USD

common stock

Sale

24,814

46.5147 USD

common stock

Sale

22,567

46.7603 USD

common stock

Sale

20,411

46.6163 USD

common stock

Sale

19,957

46.7440 USD

common stock

Sale

19,881

46.8845 USD

common stock

Sale

18,868

46.4358 USD

common stock

Sale

16,495

46.9097 USD

common stock

Sale

13,500

46.8512 USD

common stock

Sale

13,428

46.2800 USD

common stock

Sale

13,246

46.5439 USD

common stock

Sale

12,043

46.5177 USD

common stock

Sale

11,945

47.0013 USD

common stock

Sale

11,633

46.8012 USD

common stock

Sale

11,560

46.8065 USD

common stock

Sale

11,046

46.7715 USD

common stock

Sale

10,526

46.2784 USD

common stock

Sale

9,765

46.7479 USD

common stock

Sale

7,298

46.7835 USD

common stock

Sale

6,783

46.8098 USD

common stock

Sale

5,201

46.8535 USD

common stock

Sale

5,005

46.9817 USD

common stock

Sale

4,980

46.7929 USD

common stock

Sale

4,759

46.8373 USD

common stock

Sale

4,300

46.8577 USD

common stock

Sale

4,158

46.7505 USD

common stock

Sale

3,439

46.9465 USD

common stock

Sale

3,218

46.6453 USD

common stock

Sale

3,135

46.8458 USD

common stock

Sale

3,074

46.9114 USD

common stock

Sale

2,720

46.7416 USD

common stock

Sale

2,600

46.7657 USD

common stock

Sale

2,160

47.0555 USD

common stock

Sale

2,143

46.5568 USD

common stock

Sale

2,006

46.7394 USD

common stock

Sale

2,006

46.8418 USD

common stock

Sale

1,800

46.9947 USD

common stock

Sale

1,708

46.9457 USD

common stock

Sale

1,600

46.6400 USD

common stock

Sale

1,469

46.5884 USD

common stock

Sale

1,400

46.7414 USD

common stock

Sale

1,293

46.9056 USD

common stock

Sale

1,194

46.8425 USD

common stock

Sale

1,109

46.2168 USD

common stock

Sale

1,096

46.7848 USD

common stock

Sale

900

46.1888 USD

common stock

Sale

887

46.8027 USD

common stock

Sale

855

46.9635 USD

common stock

Sale

841

46.8896 USD

common stock

Sale

830

46.6934 USD

common stock

Sale

619

46.7849 USD

common stock

Sale

576

47.0530 USD

common stock

Sale

506

46.9683 USD

common stock

Sale

459

46.4416 USD

common stock

Sale

450

46.4724 USD

common stock

Sale

438

46.3269 USD

common stock

Sale

407

47.0352 USD

common stock

Sale

400

46.7243 USD

common stock

Sale

395

46.7367 USD

common stock

Sale

300

46.8600 USD

common stock

Sale

300

46.8800 USD

common stock

Sale

262

46.1805 USD

common stock

Sale

250

46.9940 USD

common stock

Sale

211

41.6959 EUR

common stock

Sale

200

46.4550 USD

common stock

Sale

192

47.0122 USD

common stock

Sale

188

46.7595 USD

common stock

Sale

152

47.0507 USD

common stock

Sale

147

47.1700 USD

common stock

Sale

100

46.8700 USD

common stock

Sale

100

46.9600 USD

common stock

Sale

100

45.0200 USD

common stock

Sale

100

46.8300 USD

common stock

Sale

95

46.7645 USD

common stock

Sale

89

46.2400 USD

common stock

Sale

63

46.2200 USD

common stock

Sale

55

41.6363 EUR

common stock

Sale

40

46.7500 USD

common stock

Sale

21

45.4900 USD

common stock

Sale

19

47.0900 USD

common stock

Sale

14

45.2000 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:

25 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: