Linda M. Breard - 30 Jan 2026 Form 3 Insider Report for RAYONIER INC (RYN)

Role
Director
Signature
/s/ Sarah E. Miles / Attorney-In-Fact
Issuer symbol
RYN
Transactions as of
30 Jan 2026
Net transactions value
$0
Form type
3
Filing time
09 Feb 2026, 18:39:50 UTC
Previous filing
19 Aug 2025

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Breard Linda M. Director 1 RAYONIER WAY, WILDLIGHT /s/ Sarah E. Miles / Attorney-In-Fact 09 Feb 2026 0001510492

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding RYN Common Shares 58,960 30 Jan 2026 Direct F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 In connection with the terms of the Agreement and Plan of Merger, dated October 13, 2025, by and among Rayonier Inc. ("Rayonier"), Potlatchdeltic Corporation ("Potlatch"), and Redwood Merger Sub, LLC, a direct, wholly owned subsidiary of Registrant ("Merger Sub"), Potlatch merged with and into Merger Sub, with Merger Sub surviving as a direct, wholly owned subsidiary of Rayonier (the "Effective Time" and such transaction, the "Merger"). At the Effective Time, each outstanding share of Common Stock was automatically converted into the right to receive (i) 1.8185 Rayonier common shares and (ii) $0.61 in cash, without interest, plus any fractional share consideration.
F2 At the Effective Time, each outstanding Potlatch restricted stock unit and Potlatch stock equivalent unit converted into a Rayonier restricted stock unit (each, a "Rayonier RSU") and Rayonier stock equivalent unit ("Rayonier DSU"), respectively, based on the number of shares of Potlatch common stock subject to such award immediately prior to the Effective Time, accounting for any dividend equivalents, multiplied by 1.8449, rounded to the nearest whole share. Each such Rayonier RSU and Rayonier DSU is subject to the terms of the applicable plan under which such awards were issued in effect immediately prior to the Effective Time (the "Plan"). Pursuant to elections by the Reporting Person pursuant to the Plan, these Rayonier RSUs and Rayonier DSUs are deferred.
F3 During the deferral period, an amount equal to the dividends that would have been paid on Rayonier RSUs and Rayonier DSUs had they been in the form of Rayonier common shares will be converted into additional Rayonier RSUs and Rayonier DSUs, respectively. The additional Rayonier RSUs and Rayonier DSUs will vest and be paid at the same time as the underlying Rayonier common shares and be subject to the Reporting Person's deferral election under the applicable Plan. Includes 46,058 Rayonier RSUs and 12,902 Rayonier DSUs.

Remarks:

Exhibit List: EX 24 POA (Breard)