WEYERHAEUSER CO — Director's Dealing 2020

May 18, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WEYERHAEUSER CO (WY)
CIK: 0000106535
Period of Report: 2020-05-15

Reporting Person: SELZER LAWRENCE A (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-05-15	Common	A	7186	$0.00	Acquired	42326.6431	Direct
2020-05-17	Common	F	124	$17.33	Disposed	42202.6431	Direct

Footnotes

F1: These shares were granted pursuant to a restricted stock unit award that vests 100% one year after the grant date. These shares (rounded down to the nearest whole share) represent the equity portion of the annual retainer fee in the amount of $124,000.00, with the number of restricted stock units determined by dividing the dollar amount of the fee by $17.255, the average of the high ($17.69) and low ($16.82) price of the Issuer's common stock on the date of the grant.

F2: Reported holdings include shares acquired since the Reporting Person's last filing on Form 4 from dividend reinvestment transactions exempt from Section 16 of the Securities Exchange Act of 1934, as amended.

F3: These shares are being withheld to cover taxes for a restricted stock unit vesting.