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 CO

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:

14 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:

812,004

0.23%

499,642

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:

123,800

0.04%

113,300

0.03%

TOTAL:

1,104,466

0.32%

612,942

0.18%

(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

184,118

46.2050 USD

common stock

Purchase

120,000

45.0000 USD

common stock

Purchase

107,738

46.2300 USD

common stock

Purchase

103,210

46.1580 USD

common stock

Purchase

77,499

46.1058 USD

common stock

Purchase

25,063

46.4948 USD

common stock

Purchase

16,823

46.2061 USD

common stock

Purchase

15,270

46.2897 USD

common stock

Purchase

13,612

46.2386 USD

common stock

Purchase

13,200

45.8900 USD

common stock

Purchase

12,000

40.0000 USD

common stock

Purchase

9,791

46.0822 USD

common stock

Purchase

9,493

45.9257 USD

common stock

Purchase

7,789

46.5023 USD

common stock

Purchase

7,050

46.1016 USD

common stock

Purchase

6,000

37.5000 USD

common stock

Purchase

5,884

46.5011 USD

common stock

Purchase

5,513

46.5053 USD

common stock

Purchase

4,390

46.0201 USD

common stock

Purchase

4,316

46.3583 USD

common stock

Purchase

3,240

46.1850 USD

common stock

Purchase

3,159

46.2135 USD

common stock

Purchase

2,989

46.4915 USD

common stock

Purchase

2,814

46.2681 USD

common stock

Purchase

2,707

46.1200 USD

common stock

Purchase

2,328

45.8300 USD

common stock

Purchase

2,020

46.5195 USD

common stock

Purchase

1,918

46.1203 USD

common stock

Purchase

1,905

46.3580 USD

common stock

Purchase

1,878

46.4952 USD

common stock

Purchase

1,851

46.5127 USD

common stock

Purchase

1,606

46.2601 USD

common stock

Purchase

1,330

46.0034 USD

common stock

Purchase

1,329

46.0456 USD

common stock

Purchase

1,232

46.5069 USD

common stock

Purchase

1,206

45.8080 USD

common stock

Purchase

1,096

46.4790 USD

common stock

Purchase

1,035

46.0694 USD

common stock

Purchase

1,030

46.0907 USD

common stock

Purchase

1,000

46.4850 USD

common stock

Purchase

537

46.3466 USD

common stock

Purchase

513

46.4539 USD

common stock

Purchase

403

46.5125 USD

common stock

Purchase

330

46.4908 USD

common stock

Purchase

306

46.4611 USD

common stock

Purchase

300

46.5500 USD

common stock

Purchase

236

46.3900 USD

common stock

Purchase

215

45.3000 USD

common stock

Purchase

213

46.5418 USD

common stock

Purchase

191

46.1300 USD

common stock

Purchase

190

46.2241 USD

common stock

Purchase

177

45.9206 USD

common stock

Purchase

150

45.5800 USD

common stock

Purchase

150

45.2750 USD

common stock

Purchase

101

45.5598 USD

common stock

Purchase

100

45.5500 USD

common stock

Purchase

100

46.5300 USD

common stock

Purchase

75

45.7016 USD

common stock

Purchase

72

46.3977 USD

common stock

Purchase

60

45.4650 USD

common stock

Purchase

39

46.3928 USD

common stock

Purchase

29

46.4713 USD

common stock

Purchase

21

46.3200 USD

common stock

Purchase

11

46.1245 USD

common stock

Purchase

10

46.5420 USD

common stock

Purchase

5

46.3500 USD

common stock

Purchase

5

46.2380 USD

common stock

Purchase

2

45.2000 USD

common stock

Purchase

1

46.3650 USD

common stock

Purchase

1

46.4200 USD

common stock

Sale

161,607

46.2300 USD

common stock

Sale

123,348

46.1364 USD

common stock

Sale

92,872

46.2484 USD

common stock

Sale

71,781

46.1007 USD

common stock

Sale

25,615

46.2322 USD

common stock

Sale

22,796

46.2214 USD

common stock

Sale

16,907

46.1613 USD

common stock

Sale

13,200

45.8900 USD

common stock

Sale

13,070

46.1200 USD

common stock

Sale

12,863

46.2014 USD

common stock

Sale

9,145

46.2983 USD

common stock

Sale

8,991

46.1053 USD

common stock

Sale

8,410

46.2940 USD

common stock

Sale

8,192

46.1067 USD

common stock

Sale

7,232

46.1311 USD

common stock

Sale

7,050

46.1016 USD

common stock

Sale

6,372

45.7744 USD

common stock

Sale

5,900

46.1389 USD

common stock

Sale

4,481

46.1957 USD

common stock

Sale

4,011

46.5044 USD

common stock

Sale

3,248

46.1338 USD

common stock

Sale

3,240

46.1850 USD

common stock

Sale

3,159

46.2135 USD

common stock

Sale

3,090

45.9463 USD

common stock

Sale

3,036

46.5060 USD

common stock

Sale

2,940

45.5521 USD

common stock

Sale

2,446

46.1307 USD

common stock

Sale

2,328

45.8300 USD

common stock

Sale

2,020

46.5195 USD

common stock

Sale

1,686

46.3613 USD

common stock

Sale

1,482

46.4409 USD

common stock

Sale

1,382

46.4146 USD

common stock

Sale

1,201

46.0378 USD

common stock

Sale

1,200

46.0208 USD

common stock

Sale

1,170

46.0816 USD

common stock

Sale

1,096

46.4790 USD

common stock

Sale

1,069

46.1000 USD

common stock

Sale

1,000

46.4850 USD

common stock

Sale

958

46.0721 USD

common stock

Sale

751

46.0700 USD

common stock

Sale

700

46.1028 USD

common stock

Sale

700

46.3064 USD

common stock

Sale

612

46.3553 USD

common stock

Sale

600

46.1466 USD

common stock

Sale

528

46.1094 USD

common stock

Sale

462

46.2949 USD

common stock

Sale

451

46.3032 USD

common stock

Sale

400

45.7450 USD

common stock

Sale

375

46.1127 USD

common stock

Sale

300

46.0733 USD

common stock

Sale

260

45.3000 USD

common stock

Sale

236

46.3900 USD

common stock

Sale

205

46.0429 USD

common stock

Sale

203

46.3100 USD

common stock

Sale

200

46.5500 USD

common stock

Sale

200

46.0400 USD

common stock

Sale

200

46.2400 USD

common stock

Sale

190

46.3665 USD

common stock

Sale

150

45.5800 USD

common stock

Sale

107

46.1386 USD

common stock

Sale

100

45.9200 USD

common stock

Sale

100

45.9400 USD

common stock

Sale

100

45.9750 USD

common stock

Sale

100

46.5600 USD

common stock

Sale

100

46.0200 USD

common stock

Sale

75

45.7800 USD

common stock

Sale

16

46.0950 USD

common stock

Sale

11

46.1245 USD

common stock

Sale

10

45.9100 USD

common stock

Sale

7

46.1914 USD

common stock

Sale

5

46.1070 USD

common stock

Sale

4

46.1250 USD

common stock

Sale

4

46.1100 USD

common stock

Sale

3

45.9600 USD

common stock

Sale

3

46.5200 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

common stock

Call Options

Purchasing

120,000

45.0000 USD

American

16 Aug 2024

1.3000 USD

common stock

Call Options

Selling

138,000

43.0000 USD

American

16 Aug 2024

3.8000 USD

common stock

Call Options

Purchasing

12,000

40.0000 USD

American

16 Aug 2024

6.3500 USD

common stock

Call Options

Purchasing

6,000

38.0000 USD

American

16 Aug 2024

8.7000 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:

15 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

-88,600

45.0000

American

16 Aug 2024

common stock

Put Options

Purchased

-24,700

43.0000

American

16 Aug 2024

common stock

Put Options

Written

123,800

45.0000

American

20 Sep 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: