3 unchanged sentences
From time to time, the Company may issue common shares in exchange for units in the Operating Partnership.
−Removed: Such shares are issued based on an exchange ratio of one common share for each unit in the Operating Partnership.
−Removed: During the quarter ended September 30, 2025, the Company issued 334,594 common shares in exchange for an equal number of units in the Operating Partnership pursuant to the agreement of the Operating Partnership.
+Added: Such shares are issued based on an exchange ratio of one common share for each unit, pursuant to the agreement of the Operating Partnership.
+Added: During the quarter ended March 31, 2026, the Company issued 637 common shares in exchange for an equal number of units in the Operating Partnership.
ISSUER REPURCHASES OF EQUITY SECURITIES
−Removed: In December 2024, the Board of Directors approved the repurchase of up to $300 million of Rayonier’s common shares (the “new repurchase program”) to be made at management’s discretion.
−Removed: The new authorization replaced and superseded the Company’s prior $100 million share repurchase program.
−Removed: Repurchases may be made at management’s discretion from time to time on the open market or through privately negotiated transactions.
−Removed: The new repurchase program has no time limit and may be suspended for periods or discontinued at any time.
−Removed: There were 1,226,384 shares repurchased under this program in the third quarter of 2025.
−Removed: As of September 30, 2025, there was $232.3 million, or approximately 8,754,564 shares based on the period-end closing stock price of $26.54, remaining under this program.
−Removed: The following table provides information regarding our purchases of Rayonier common shares during the quarter ended September 30, 2025:
+Added: In December 2024, the Board of Directors authorized a $300 million share repurchase program (the “repurchase program”).
+Added: Repurchases may occur at management’s discretion from time to time on the open market or through privately negotiated transactions.
+Added: The repurchase program has no time limit and may be suspended for periods or discontinued at any time.
+Added: During the first quarter of 2026, the Company repurchased 1,480,753 shares under this program.
+Added: As of March 31, 2026, $198.4 million remained available for future repurchases, representing approximately 9,620,972 shares based on the period-end closing stock price of $20.62.
+Added: The following table provides information regarding our purchases of Rayonier common shares during the quarter ended March 31, 2026:
Period Total Number of Shares Purchased (a) Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (b) Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs (c)
−Removed: July 1 to July 31 630,068 $23.50 629,995 10,624,024
−Removed: August 1 to August 31 300,007 25.27 299,893 9,135,016
−Removed: September 1 to September 30 296,607 26.04 296,496 8,754,564
+Added: January 1 to January 31 — — — 10,090,271
+Added: February 1 to February 28 309,805 $22.47 270,000 10,394,809
+Added: March 1 to March 31 1,216,512 $20.64 1,210,753 9,620,972
Total 1,526,317 1,480,753
1 unchanged sentence
The repurchase price for each share was based on the Company’s common share closing price on the respective vesting dates.
−Removed: (b) Purchases made in open-market transactions under the $300 million share repurchase program announced on December 2, 2024.
−Removed: (c) Maximum number of shares authorized to be purchased under the new share repurchase program at the end of July, August and September are based on month-end closing stock prices of $23.31, $26.28, and $26.54, respectively.
+Added: (b) Consists of purchases made in open-market transactions under the $300 million share repurchase program announced on December 2, 2024.
+Added: (c) The maximum number of shares authorized to be purchased under the repurchase program at the end of January, February and March is based on the month-end closing stock prices of $22.74, $21.49, and $20.62, respectively.
Rayonier, L.P.
UNREGISTERED SALES OF EQUITY SECURITIES
−Removed: There were no unregistered sales of equity securities made by the Operating Partnership during the quarter ended September 30, 2025.
+Added: There were no unregistered sales of equity securities made by the Operating Partnership during the quarter ended March 31, 2026.
ISSUER REPURCHASES OF EQUITY SECURITIES
−Removed: Pursuant to the Operating Partnership’s limited partnership agreement, limited partners have the right to redeem their units in the Operating Partnership for cash, or at our election, shares of Rayonier Common Stock on a one-for-one basis.
−Removed: During the quarter ended September 30, 2025, 334,594 units in the Operating Partnership held by limited partners were redeemed in exchange for shares of Rayonier Common Stock.
+Added: Pursuant to the Operating Partnership’s limited partnership agreement, limited partners have the right to redeem their Operating Partnership units for cash, or at our election, shares of Rayonier Common Stock on a one-for-one basis.
+Added: During the quarter ended March 31, 2026, 637 units in the Operating Partnership were redeemed by limited partners in exchange for an equal number of shares of Rayonier Common Stock.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.