RAYONIER INC — Director's Dealing 2026

Feb 3, 2026

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: RAYONIER INC (RYN)
CIK: 0000052827
Period of Report: 2026-01-30

Reporting Person: McHugh Mark (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2026-01-30	Common Shares	A	113687	—	Acquired	408620	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares	43.42	Indirect

Footnotes

F1: In connection with the terms of the Agreement and Plan of Merger, dated October 13, 2025, by and among Rayonier Inc. ("Registrant"), 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 the Registrant (the "Effective Time" and such transaction, the "Merger"). As a result of the Merger, at the Effective Time, a change of control was deemed to occur for each outstanding performance share unit ("PSU") award issued by the Registrant, resulting in each PSU award being deemed achieved based on the greater of target and actual performance. As a result, at the Effective Time, each PSU award was only subject to a time-based vesting condition based on the original vesting date of the PSU prior to the Effective Time.

F2: The Reporting Person held 19,608 PSUs, 43,579 PSUs and 50,500 PSUs that will vest on April 1, 2026, April 1, 2027 and April 1, 2028, respectively.