WEYERHAEUSER CO — Director's Dealing 2020

Feb 4, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WEYERHAEUSER CO (WY)
CIK: 0000106535
Period of Report: 2020-02-03

Reporting Person: Hagen Russell S (Senior Vice President and CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-02-03	Common	F	1376	$28.95	Disposed	159844.5453	Direct
2020-02-04	Common	M	20800	$22.02	Acquired	180644.5453	Direct
2020-02-04	Common	S	20800	$28.2704	Disposed	159844.5453	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-02-04	Stock Option (right to buy)	$22.02	M	20800	Disposed	2020-02-08	Common (20800)	Direct

Footnotes

F1: These shares are being withheld to cover taxes for a restricted stock unit vesting.

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: This sale transaction was effected pursuant to a Rule 10b5-1 Trading Plan executed by the Reporting Person on November 29, 2018.

F4: This transaction was executed in multiple trades at prices ranging from $28.16 to $28.48. The reported price reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

F5: The option is fully vested.