Form 4: PCH CFO Sells Shares for Tax Obligations

PotlatchDeltic's CFO, Wayne Wasechek, sold 22 shares of common stock for $39.59 per share to cover tax withholding obligations from vested equity awards.

Summary

• Wayne Wasechek, Vice President and Chief Financial Officer of PotlatchDeltic Corp (PCH), reported a sale of common stock.
• The transaction involved the disposition of 22 shares of common stock on January 5, 2026.
• The shares were sold at a price of $39.59 per share.
• The sale was a 'sell to cover' election, solely for satisfying tax withholding obligations arising from the settlement of previously granted restricted stock unit awards and performance share awards.
• This transaction was not a discretionary trade by the reporting person.
• The sale was executed pursuant to written instructions adopted on August 1, 2024, intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).
• Following the transaction, Wayne Wasechek beneficially owns 29,048.848 shares of common stock directly.
• The reported beneficial ownership includes shares credited for dividend equivalents on stock-based awards that had vested and been delivered after the dividend record date but before the dividend was paid.

Sentiment

Score: 5

Explanation: The filing reports a routine, non-discretionary insider transaction for tax purposes, which is neutral in sentiment. It does not indicate any positive or negative operational or financial developments for the company.

Positives

• The transaction was executed under a Rule 10b5-1(c) plan, indicating pre-planned, non-discretionary sales for tax purposes, which is a standard practice for executive compensation.

Negatives

• The sale, while non-discretionary, results in a minor reduction of the insider's direct beneficial ownership.

Future Outlook

The filing does not contain any forward-looking statements or guidance regarding the company's future performance or strategic direction.

Management Comments

• These sales were effected pursuant to written instructions adopted by the reporting person on August 1, 2024, which are intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).
• Pursuant to the written instructions, the reporting person made a 'sell to cover' election for the sole purpose of satisfying the tax withholding obligations arising upon the settlement of previously granted restricted stock unit awards and performance share awards.
• These sales do not represent discretionary trades by the reporting person.

Industry Context

This Form 4 filing details a routine insider transaction for tax purposes, which is a common occurrence across all industries for executives receiving equity-based compensation. It does not provide specific insights into broader industry trends or competitive landscape.

Comparison to Industry Standards

• The use of a Rule 10b5-1(c) plan for 'sell to cover' transactions is a widely accepted corporate governance practice among publicly traded companies, including those in the timber and real estate investment trust (REIT) sectors like PotlatchDeltic. This practice helps mitigate concerns about insider trading by pre-scheduling sales.

Stakeholder Impact

• Shareholders: Minimal impact due to the small number of shares sold and the non-discretionary nature of the transaction for tax purposes. It reflects a standard practice for executive compensation management.
• Employees: No direct impact mentioned.

Key Dates

Keywords

PotlatchDeltic, PCH, Form 4, Insider Trading, Stock Sale, Executive Compensation, Rule 10b5-1, Tax Withholding, Restricted Stock Units, Performance Shares