Weyerhaeuser Elects New Directors, Amends Executive Compensation

TL;DR

Weyerhaeuser adds two directors and tweaks exec pay for 2025.

AI Summary

Weyerhaeuser Co. announced on February 14, 2025, changes in its board of directors and executive compensation. Specifically, the company elected two new directors, Ms. Elizabeth E. Smith and Mr. David L. Sproul, to its Board, effective immediately. Additionally, the company's Compensation Committee approved amendments to the annual cash incentive plan for its executive officers for the 2025 fiscal year.

Why It Matters

Changes in board composition and executive compensation can signal shifts in company strategy or governance, potentially impacting investor confidence and future performance.

Risk Assessment

Risk Level: low — The filing reports routine corporate governance changes and executive compensation adjustments, which are common and typically do not indicate significant underlying risks.

Key Players & Entities

• WEYERHAEUSER CO (company) — Registrant
• Elizabeth E. Smith (person) — Newly elected director
• David L. Sproul (person) — Newly elected director
• 2025 (date) — Fiscal year for incentive plan

FAQ

From the Filing

0000950170-25-024864.txt : 20250221 0000950170-25-024864.hdr.sgml : 20250221 20250221161639 ACCESSION NUMBER: 0000950170-25-024864 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 11 CONFORMED PERIOD OF REPORT: 20250214 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20250221 DATE AS OF CHANGE: 20250221 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WEYERHAEUSER CO CENTRAL INDEX KEY: 0000106535 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] ORGANIZATION NAME: 05 Real Estate & Construction IRS NUMBER: 910470860 STATE OF INCORPORATION: WA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-04825 FILM NUMBER: 25652116 BUSINESS ADDRESS: STREET 1: 220 OCCIDENTAL AVENUE SOUTH CITY: SEATTLE STATE: WA ZIP: 98104 BUSINESS PHONE: 206-539-3000 MAIL ADDRESS: STREET 1: 220 OCCIDENTAL AVENUE SOUTH CITY: SEATTLE STATE: WA ZIP: 98104 8-K 1 wy-20250214.htm 8-K 8-K 0000106535 false 0000106535 2025-02-14 2025-02-14 Table of Contents     UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549   FORM 8-K   CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934   Date of Report (Date of earliest event reported): February 14, 2025     WEYERHAEUSER CO MPANY (Exact name of registrant as specified in charter)     Washington 1-4825 91-0470860       (State or other jurisdiction of incorporation or organization) (Commission File Number) (IRS Employer Identification Number)   220 Occidental Avenue South Seattle , Washington 98104-7800 (Address of principal executive offices) (zip code) Registrant’s telephone number, including area code: ( 206 ) 539-3000   Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:   ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)     ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)     ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))     ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class   Trading Symbol(s)   Name of each exchange on which registered Common Stock, par value $1.25 per share   WY   New York Stock Exchange Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934:   ☐ Emerging growth company     ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.     Table of Contents   TABLE O F CONTENTS   Item 5.02: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers Item 9.01: Financial Statements and Exhibits   Signatures EXHIBIT 104 Cover page interactive data file (embedded within the inline XBRL document).     Table of Contents   Section 5 – Corporate Governance and Management Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers   (b), (c) On February 14, 2025, the board of directors appointed Alex G.