RAYONIER ADVANCED MATERIALS INC. — Director's Dealing 2019

Mar 6, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: RAYONIER ADVANCED MATERIALS INC. (RYAM)
CIK: 0001597672
Period of Report: 2019-03-01

Reporting Person: BOYNTON PAUL G (Director, Chairman, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-03-01	Common Stock	A	830681.0000	$0.0000	Acquired	1103701.0000	Direct
2019-03-01	Common Stock	F	60171.0000	$14.1000	Disposed	1043530.0000	Direct
2019-03-01	Common Stock	D	650681.0000	$14.6500	Disposed	392849.0000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-03-01	Restricted Stock Units	$	A	63482.0000	Acquired	2022-03-01	Common Stock (63482.0000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	3573.0376	Indirect
Common Stock	30266.0000	Indirect
Common Stock	33701.0000	Indirect
Common Stock	32329.0000	Indirect
Common Stock	796.0000	Indirect

Footnotes

F1: In 2016 (when this Long-Term Incentive ("LTI") grant was awarded), the Company's Equity Incentive Plan had a share cap limit of 180,000 shares per person, per annum. Therefore, Mr. Boynton's 2016 LTI award was paid approximately 22% in performance shares under the Equity Incentive Plan, approximately 64% in phantom stock units to be settled in cash that tracked the terms and performance goals for performance shares, and 15% in phantom stock units to be settled in cash subject to time-based cliff vesting after three years.

F2: The different prices reflect treatment required under the terms of the Company's Equity Incentive Plan.

F3: On March 1, 2019, 650,681 of the reporting person's phantom stock units were settled for cash.

F4: Shares are held in the Rayonier Advanced Materials Investment and Savings Plan, a 401(k) plan, for this person's account.

F5: Each restricted stock unit represents a contingent right to receive one share of RYAM common stock.