IPInternational Paper
International Paper Company (the "Company," "International Paper" or "IP", which may also be referred to as "we" or "us") is a global leader in sustainable packaging solutions. 10-K, Item 1
Deals between IP and its directors, executives, owners of more than 5% or their families: a relative on the payroll, a plane the company charters from its CEO, a director's company that buys from it. SEC rules (Item 404) make the company list every such deal over $120,000 in its proxy statement. Below: what the proxy filed 2026-03-27 reports that the one filed 2025-04-01 did not, quoted as filed.
New this year
1 newParagraphs about a deal, a person or a relative with nothing like them in the proxy filed 2025-04-01.
Transactions with Related Persons“State Street Corporation, a 5% shareowner, has provided trustee and investment management services to the Company, serving as the trustee of the Company’s Defined Contribution Plans Master Trust, Retirement Plan Master Trust, Commingled Investment Group Trust, and Retiree Medical Savings Program, and as an independent monitoring fiduciary with respect to the Company Stock Fund in the Savings Plan. State Street also serves as the investment manager for the Target Date Funds and Index Funds in the Savings Plan. During 2025, the Company paid approximately $1.9 million to State Street for these services.”
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No longer reported 1 paragraph of the proxy filed 2025-04-01 with nothing like them this year
Corporate Governance / Transactions with Related Persons“Additionally, since January 1998, the Company has invested in the UBS Trumbull Property Fund, a real estate core fund managed by UBS Realty Investors LLC, a subsidiary of USB Group AG, a 5% shareowner. In 2024, the Company paid UBS Realty Investors LLC investment management fees of $953,202. As of February 10, 2025, UBS Group AG is no longer a 5% shareowner.”
Read it in last year's proxy ↗
The whole section 11 paragraphs, proxy filed 2026-03-27
Transactions with Related Persons“Related Person Transactions Policy and Procedures. Our Board has adopted a Related Person Transactions Policy and Procedures for the review and approval or ratification of transactions involving the Company and “related persons” (directors, director nominees and executive officers and their immediate family members, or shareowners owning 5% or greater of our outstanding common stock and their immediate family members). The policy covers any related person transaction or currently proposed transaction in which the Company was a participant or is to be a participant and (i) the amount involved exceeds or is expected to exceed $120,000 in any fiscal year, and (ii) a related person had or will have a direct or indirect material interest. The policy also sets forth certain clarifications and exceptions with respect to the policy’s application to certain types of transactions.”
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Transactions with Related Persons“The policy works in tandem with and as a supplement to our Code of Conduct and Conflicts of Interest Policy.”
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Transactions with Related Persons“Identifying Related Persons. Our directors and executive officers complete and sign a questionnaire at the end of each fiscal year to confirm that there are no material relationships or related person transactions between them or any of their family members and the Company other than those previously disclosed.”
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Transactions with Related Persons“Additionally, the Company reviews public filings on Schedules 13D, 13F and 13G to identify our 5% beneficial owners.”
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Transactions with Related Persons“Transaction Review Procedures. Prior to entering into a related person transaction (as defined in our policy), a related person must provide the details of the transaction to the general counsel, including the relationship of the person to the Company, the dollar amount involved, and whether the related person or his or her family member has or will have a direct or indirect interest in the transaction. The general counsel then evaluates the transaction to determine if the Company or the related person has a direct or indirect material interest in the transaction and whether the policy otherwise applies to such transaction. If such a determination is made, the general counsel submits the details of the transaction to the Governance Committee for review. The Governance Committee approves a related person transaction if the Committee determines that the transaction is not inconsistent with the interests of the Company and its shareowners and does not violate the Company’s Code of Conduct or Conflicts of Interest Policy. Our policy also sets forth procedures whereby, if the Company becomes aware of a completed related person transaction that is subject to the policy and which inadvertently was not previously approved, the Governance Committee must either ratify the transaction or require the related person to terminate the transaction. In addition, the Governance Committee evaluates existing related person transactions on a periodic basis to determine whether the related person transaction should continue.”
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Transactions with Related Persons“Transactions With Related Persons. Except as otherwise noted below, since January 1, 2025, the Company has not been a participant in any transaction, and is not a participant in any currently proposed transaction, in which any related party had or will have a direct or indirect material interest that would require disclosure under Item 404(a) of Regulation S-K.”
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Transactions with Related Persons“Beneficial Owners of More Than Five Percent of Voting Securities. Since January 1, 2025, entities or affiliates that are or were the beneficial owner of more than 5% of our outstanding common stock have provided, and are contemplated to provide, certain services to the Company in the ordinary course of business. The nature and value of services provided by these 5% shareowners and their affiliates is described below.”
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Transactions with Related Persons“An affiliate of BlackRock Inc., a 5% shareowner, has provided investment management services related to certain benefit plans of the Company. In 2025, BlackRock received fees totaling approximately $1.8 million for providing these services.”
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Transactions with Related Persons“State Street Corporation, a 5% shareowner, has provided trustee and investment management services to the Company, serving as the trustee of the Company’s Defined Contribution Plans Master Trust, Retirement Plan Master Trust, Commingled Investment Group Trust, and Retiree Medical Savings Program, and as an independent monitoring fiduciary with respect to the Company Stock Fund in the Savings Plan. State Street also serves as the investment manager for the Target Date Funds and Index Funds in the Savings Plan. During 2025, the Company paid approximately $1.9 million to State Street for these services.”
Read it in the proxy ↗
Transactions with Related Persons“The agreements with BlackRock and State Street are negotiated arms-length transactions in the ordinary course of business. Additionally, we believe the agreements represent standard terms and conditions for investment management and trustee services. In compliance with our policy, the Governance Committee has reviewed previously approved related person transactions with BlackRock and State Street and determined that the transactions should be permitted to continue.”
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Our Related Person Transaction Policy and Procedures is available at www.internationalpaper.com under the “Investors”“tab at the top of the page followed by the “Governance” link and then under the “Governance Documents” link. A paper copy is available at no cost by written request to the Corporate Secretary.”
Read it in the proxy ↗
Paragraphs are compared by their words, not read by AI: one counts as new when no paragraph last year shares half of its words, or when it names a person or company last year's section did not. A deal reported again with a new amount is not new. Always check the filing. Open the proxy ↗ · Last year's proxy ↗
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