DRISCOLL WILLIAM LINDEKE 4
4 · POTLATCHDELTIC CORP · Filed Feb 2, 2026
Research Summary
AI-generated summary of this filing
POTLATCHDELTIC (PCH) Director William Driscoll Sells Shares
What Happened
- William Lindeke Driscoll, a director of PotlatchDeltic Corp (PCH), reported dispositions of PCH equity on Jan 30, 2026. The filing shows three dispositions to the issuer totaling 340,469.389 PCH shares (124,010.814; 187,884; and 28,574.575 — the last is a derivative unit).
- No per‑share trade price is reported (N/A) because the dispositions occurred at the Effective Time of a Merger. Under the Merger Agreement, each PCH share converted into 1.8185 Rayonier common shares plus $0.61 in cash. The 340,469.389 PCH shares therefore converted into approximately 619,144 Rayonier shares and roughly $207,686 in cash (before any fractional‑share adjustment and rounding).
- This was a disposition tied to the merger (corporate transaction), not an open‑market sale — generally routine in M&A contexts.
Key Details
- Transaction date: January 30, 2026. Form 4 filed February 2, 2026 (within the required filing window).
- Transaction codes: D = disposition to the issuer; one line reported as a derivative disposition (28,574.575 shares).
- Price: N/A (conversion under merger terms). Consideration: 1.8185 Rayonier shares + $0.61 cash per PCH share (per footnote).
- Shares owned after the transaction (as reported): 182,286 shares held in trust; 5,231 shares held as manager; 367 shares as a right to substitute; 187,517 of these shares are expressly disclaimed (see footnote F4).
- Footnotes: F1–F3 explain the merger conversion into Rayonier common shares and conversion of RSUs/stock equivalent units into Rayonier awards or units.
Context
- These dispositions are merger‑related conversions (not voluntary open‑market sales), so they reflect the mechanics of the PotlatchDeltic–Rayonier merger rather than a trading decision by the director.
- Derivative units converted to Rayonier RSU/stock equivalent units per the merger terms; check the issuer’s proxy/merger materials for full details on post‑closing treatment and any vesting or settlement terms.
Insider Transaction Report
Form 4Exit
DRISCOLL WILLIAM LINDEKE
Director
Transactions
- Disposition to Issuer
Common Stock
[F1][F2][F3]2026-01-30−124,010.814→ 0 total - Disposition to Issuer
Common Stock
[F1][F4]2026-01-30−187,884→ 0 total(indirect: See footnote) - Disposition to Issuer
Phantom Stock Units
[F3]2026-01-30−28,574.575→ 0 total→ Common Stock (28,574.575 underlying)
Footnotes (4)
- [F1]In connection with the terms of an Agreement and Plan of Merger, dated October 13, 2025 (as it may be amended from time to time, the "Merger Agreement"), by and among the Issuer, Rayonier Inc. ("Rayonier"), and Redwood Merger Sub, LLC, a direct, wholly owned subsidiary of Rayonier ("Merger Sub"), the Issuer merged with and into Merger Sub, with Merger Sub surviving as a direct, wholly owned subsidiary of Rayonier (the "Effective Time"). 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 restricted stock unit converted into a Rayonier restricted stock unit award (each, a "Rayonier RSU award"), taking into account any dividend equivalents, based on the equity award exchange ratio, as defined in the Merger Agreement, rounded to the nearest whole number of shares. Each such Rayonier RSU award will be subject to the terms of any applicable Issuer equity plan and Issuer restricted stock unit agreement in effect immediately prior to the Effective Time (including any double-trigger vesting acceleration entitlements).
- [F3]At the Effective Time, each outstanding stock equivalent unit converted into a stock equivalent unit with respect to a number of Rayonier common shares calculated based on the number of shares of Common Stock underlying the stock equivalent unit, taking into account any dividend equivalents, multiplied by the equity award exchange ratio, rounded to the nearest whole number of shares. The Rayonier stock equivalent units will be subject to the terms of any applicable Issuer deferred compensation plan.
- [F4]The Reporting Person has 182,286 shares held in trust, 5,231 shares held as a manager, 367 shares as a right to substitute, and 187,517 of these shares are expressly disclaimed.
Signature
/s/ Michele L. Tyler, Attorney-in-Fact|2026-02-02