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:

17 Dec 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:

973,879

0.28%

795,510

0.23%

(2)

Cash-settled derivatives:

and/or controlled:

317,090

0.09%

13,660

0.00%

(3)

Stock-settled derivatives (including options)

and agreements to purchase/sell:

0

0.00%

0

0.00%

TOTAL:

1,290,969

0.37%

809,170

0.23%

(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

205,526

55.2400 USD

common stock

Purchase

59,945

55.3372 USD

common stock

Purchase

26,179

55.2534 USD

common stock

Purchase

24,335

55.3243 USD

common stock

Purchase

17,906

55.3551 USD

common stock

Purchase

14,864

55.3608 USD

common stock

Purchase

6,557

55.3879 USD

common stock

Purchase

5,137

55.3245 USD

common stock

Purchase

3,508

55.4242 USD

common stock

Purchase

3,183

55.3599 USD

common stock

Purchase

3,076

55.3969 USD

common stock

Purchase

3,074

55.3583 USD

common stock

Purchase

3,048

55.3504 USD

common stock

Purchase

2,467

55.3749 USD

common stock

Purchase

1,657

55.2740 USD

common stock

Purchase

1,492

55.5036 USD

common stock

Purchase

1,330

55.3477 USD

common stock

Purchase

882

55.4076 USD

common stock

Purchase

677

55.3896 USD

common stock

Purchase

452

55.4140 USD

common stock

Purchase

378

55.3814 USD

common stock

Purchase

356

55.2385 USD

common stock

Purchase

200

55.5400 USD

common stock

Purchase

200

55.3300 USD

common stock

Purchase

131

55.2403 USD

common stock

Purchase

128

55.2300 USD

common stock

Purchase

126

55.3000 USD

common stock

Purchase

107

55.5394 USD

common stock

Purchase

100

55.4300 USD

common stock

Purchase

100

55.3100 USD

common stock

Purchase

100

55.5300 USD

common stock

Purchase

100

55.3200 USD

common stock

Purchase

51

55.5500 USD

common stock

Sale

126,717

55.2400 USD

common stock

Sale

87,000

55.7900 USD

common stock

Sale

65,633

55.2401 USD

common stock

Sale

44,997

55.3539 USD

common stock

Sale

23,617

55.2878 USD

common stock

Sale

19,931

55.2546 USD

common stock

Sale

16,433

55.3458 USD

common stock

Sale

12,627

55.4237 USD

common stock

Sale

10,186

55.3042 USD

common stock

Sale

8,646

55.3728 USD

common stock

Sale

7,413

55.2568 USD

common stock

Sale

7,405

55.2712 USD

common stock

Sale

6,087

55.3638 USD

common stock

Sale

4,795

55.2347 USD

common stock

Sale

4,346

55.3620 USD

common stock

Sale

3,887

55.4339 USD

common stock

Sale

3,701

55.2789 USD

common stock

Sale

2,326

55.3794 USD

common stock

Sale

2,324

55.4071 USD

common stock

Sale

1,590

55.3316 USD

common stock

Sale

1,528

55.3854 USD

common stock

Sale

1,484

55.3869 USD

common stock

Sale

1,290

55.3756 USD

common stock

Sale

1,014

55.3639 USD

common stock

Sale

842

55.3297 USD

common stock

Sale

651

55.2516 USD

common stock

Sale

541

55.3419 USD

common stock

Sale

500

55.4520 USD

common stock

Sale

484

55.4756 USD

common stock

Sale

457

55.4919 USD

common stock

Sale

400

55.2800 USD

common stock

Sale

392

55.3793 USD

common stock

Sale

383

55.3109 USD

common stock

Sale

359

55.2743 USD

common stock

Sale

356

55.2593 USD

common stock

Sale

318

55.4221 USD

common stock

Sale

239

55.2674 USD

common stock

Sale

239

55.3295 USD

common stock

Sale

234

55.2850 USD

common stock

Sale

232

55.4090 USD

common stock

Sale

220

55.3478 USD

common stock

Sale

195

55.3941 USD

common stock

Sale

142

55.2407 USD

common stock

Sale

136

55.2970 USD

common stock

Sale

131

55.2403 USD

common stock

Sale

128

55.5553 USD

common stock

Sale

119

55.2356 USD

common stock

Sale

107

55.5394 USD

common stock

Sale

100

55.3600 USD

common stock

Sale

100

55.2200 USD

common stock

Sale

82

55.5375 USD

common stock

Sale

67

55.3100 USD

common stock

Sale

60

55.5300 USD

common stock

Sale

52

55.3469 USD

common stock

Sale

28

55.5400 USD

common stock

Sale

26

55.3978 USD

common stock

Sale

22

55.3059 USD

common stock

Sale

21

55.2419 USD

common stock

Sale

16

55.2100 USD

common stock

Sale

10

55.3700 USD

common stock

Sale

6

55.5100 USD

common stock

Sale

6

55.3533 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

110

55.2390 USD

common stock

SWAP

Decreasing Long

226

55.2425 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

Put Options

Purchasing

200

60.0000 USD

American

20 Jun 2025

6.9000 USD

common stock

Put Options

Purchasing

5,000

63.0000 USD

American

20 Jun 2025

8.6556 USD

common stock

Put Options

Purchasing

400

65.0000 USD

American

20 Jun 2025

10.6500 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:

18 Dec 2024

Contact name:

Large Holdings Regulatory Operations

Telephone number:

020 3134 7213