RAYONIER INC 10-Q

Item 1. Financial Statements RAYONIER INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (LOSS) (Unaudited) (Dollars in thousands, except per share amounts) Three Months Ended March 31, 2026 2025 SALES ( NOTE 5 ) $ 276,787 $ 82,922 Costs and Expenses Cost of sales ( 230,336 ) ( 64,952 ) Selling and general expenses ( 21,674 ) ( 16,692 ) Other operating expense, net ( Note 20 ) ( 70,430 ) ( 1,219 ) ( 322,440 ) ( 82,863 ) OPERATING (LOSS) INCOME ( 45,653 ) 59 Interest expense, net ( 14,301 ) ( 6,394 ) Interest income 7,156 2,876 Other miscellaneous income (expense), net 854 ( 1,842 ) LOSS FROM CONTINUING OPERATIONS BEFORE INCOME TAXES ( 51,944 ) ( 5,301 ) Income tax benefit (expense) ( Note 22 ) 39,430 ( 291 ) LOSS FROM CONTINUING OPERATIONS ( 12,514 ) ( 5,592 ) DISCONTINUED OPERATIONS, NET ( NOTE 3 ) Income from operations of discontinued operations, net of tax — 2,507 NET LOSS ( 12,514 ) ( 3,085 ) Less: Net loss attributable to noncontrolling interests in the Operating Partnership 82 46 Less: Net income attributable to noncontrolling interests in consolidated affiliates — ( 385 ) NET LOSS ATTRIBUTABLE TO RAYONIER INC. ( 12,432 ) ( 3,424 ) OTHER COMPREHENSIVE INCOME (LOSS), RELATING TO CONTINUING OPERATIONS Cash flow hedges, net of income tax effect of $ 16 and $ 0 2,256 ( 8,758 ) Pension and postretirement benefit plans, net of income tax effect of $ 0 and $ 0 ( 1 ) ( 2 ) OTHER COMPREHENSIVE INCOME, RELATING TO DISCONTINUED OPERATIONS Foreign currency translation adjustment, net of income tax effect of $ 0 and $ 0 — 3,633 Cash flow hedges, net of income tax effect of $ 0 and $ 665 — 1,711 Total other comprehensive income (loss) 2,255 ( 3,416 ) COMPREHENSIVE LOSS ( 10,259 ) ( 6,501 ) Less: Comprehensive loss attributable to noncontrolling interests in the Operating Partnership 67 98 Less: Comprehensive income attributable to noncontrolling interests in consolidated affiliates — ( 897 ) COMPREHENSIVE LOSS ATTRIBUTABLE TO RAYONIER INC. ($ 10,192 ) ($ 7,300 ) (LOSS) EARNINGS PER COMMON SHARE ( NOTE 7 ) BASIC (LOSS) EARNINGS PER SHARE ATTRIBUTABLE TO RAYONIER INC. Continuing Operations ($ 0.05 ) ($ 0.04 ) Discontinued Operations — $ 0.01 Net Loss ($ 0.05 ) ($ 0.02 ) DILUTED (LOSS) EARNINGS PER SHARE ATTRIBUTABLE TO RAYONIER INC. Continuing Operations ($ 0.05 ) ($ 0.04 ) Discontinued Operations — $ 0.01 Net Loss ($ 0.05 ) ($ 0.02 ) See Notes to Consolidated Financial Statements. 1 Table of Contents RAYONIER INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (Unaudited) (Dollars in thousands) March 31, 2026 December 31, 2025 ASSETS CURRENT ASSETS Cash and cash equivalents $ 681,660 $ 842,944 Trade receivables, less allowance for doubtful accounts of $ 123 and $ 209 41,148 9,101 Other receivables 12,696 7,171 Inventory ( Note 16 ) 113,236 6,834 Prepaid expenses 17,560 9,873 Assets held for sale ( Note 25 ) 28,444 5,429 Other current assets 992 2,403 Total current assets 895,736 883,755 TIMBER AND TIMBERLANDS, NET OF DEPLETION AND AMORTIZATION 5,867,657 2,299,484 HIGHER AND BETTER USE TIMBERLANDS AND REAL ESTATE DEVELOPMENT INVESTMENTS ( NOTE 15 ) 187,615 126,090 PROPERTY, PLANT AND EQUIPMENT Land 23,719 5,581 Buildings 103,521 24,493 Machinery and equipment 467,335 6,977 Construction in progress 12,200 2,386 Total property, plant and equipment, gross 606,775 39,437 Less — accumulated depreciation ( 28,373 ) ( 20,909 ) Total property, plant and equipment, net 578,402 18,528 RESTRICTED CASH, NON-CURRENT ( NOTE 24 ) 495 495 OPERATING LEASE RIGHT-OF-USE ASSETS ( NOTE 17 ) 23,515 16,286 OTHER ASSETS 192,008 60,015 TOTAL ASSETS $ 7,745,428 $ 3,404,653 LIABILITIES, NONCONTROLLING INTERESTS IN THE OPERATING PARTNERSHIP AND SHAREHOLDERS’ EQUITY CURRENT LIABILITIES Accounts payable $ 28,451 $ 12,775 Current maturities of long-term debt, net ( Note 8 ) 199,996 199,982 Accrued taxes 11,272 5,070 Accrued payroll and benefits 39,170 15,740 Accrued interest 12,396 4,517 Deferred revenue 26,269 19,260 Other current liabilities 36,573 13,937 Total current liabilities 354,127 271,281 LONG-TERM DEBT, NET ( NOTE 8 ) 1,855,051 845,335 PENSION AND OTHER POSTRETIREMENT BENEFITS, NON-CURRENT ( NOTE 18 ) 61,582 1,399 LONG-TERM DEFERRED REVENUE 14,175 9,600 LONG-TERM DEFERRED TAX LIABILITIES, NET 36,027 83 OTHER NON-CURRENT LIABILITIES 55,167 26,757 COMMITMENTS AND CONTINGENCIES ( NOTE 11 and 12 ) NONCONTROLLING INTERESTS IN THE OPERATING PARTNERSHIP ( NOTE 6 ) 39,943 40,463 SHAREHOLDERS’ EQUITY Common shares, 480,000,000 shares authorized, 301,675,323 and 161,425,616 shares issued and outstanding 5,146,444 1,904,376 Retained earnings 156,185 280,873 Accumulated other comprehensive income ( Note 23 ) 26,727 24,486 TOTAL SHAREHOLDERS’ EQUITY 5,329,356 2,209,735 TOTAL LIABILITIES, NONCONTROLLING INTERESTS IN THE OPERATING PARTNERSHIP AND SHAREHOLDERS’ EQUITY $ 7,745,428 $ 3,404,653 See Notes to Consolidated Financial Statements. 2 Table of Contents RAYONIER INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (Unaudited) (Dollars in thousands, except share data) Common Shares Retained Earnings Accumulated Other Comprehensive Income Shareholders’ Equity Shares Amount Balance, January 1, 2026 161,425,616 $ 1,904,376 $ 280,873 $ 24,486 $ 2,209,735 Net loss — — ( 12,514 ) — ( 12,514 ) Net loss attributable to noncontrolling interests in the Operating Partnership — — 82 — 82 Dividends ($ 0.26 per share) (a) — — ( 81,096 ) — ( 81,096 ) Dividend equivalents on deferred stock — 93 ( 93 ) — — Issuance of common shares associated with the merger with PotlatchDeltic, net of equity issuance costs of $ 0.9 million 140,872,342 3,202,571 — — 3,202,571 Replacement equity awards granted in connection with the merger with PotlatchDeltic — precombination service portion — 24,983 — — 24,983 Issuance of common shares under incentive stock plans 903,045 — — — — Stock-based incentive compensation — 15,413 — — 15,413 Repurchase of common shares to pay withholding taxes on vested incentive stock awards ( 45,564 ) ( 1,006 ) — — ( 1,006 ) Repurchase of common shares made under repurchase program ( 1,480,753 ) — ( 31,068 ) — ( 31,068 ) Adjustment of noncontrolling interests in the Operating Partnership — — 1 — 1 Conversion of units into common shares 637 14 — — 14 Pension and postretirement benefit plans — — — ( 1 ) ( 1 ) Cash flow hedges — — — 2,256 2,256 Allocation of other comprehensive income to noncontrolling interests in the Operating Partnership — — — ( 14 ) ( 14 ) Balance, March 31, 2026 301,675,323 $ 5,146,444 $ 156,185 $ 26,727 $ 5,329,356 (a) For information regarding distributions to noncontrolling interests in the Operating Partnership, see the Rayonier Inc. Consolidated Statements of Cash Flows and Note 6 — Noncontrolling Interests . 3 Table of Contents RAYONIER INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (CONTINUED) (Unaudited) (Dollars in thousands, except share data) Common Shares Retained Earnings Accumulated Other Comprehensive Loss Noncontrolling Interests in Consolidated Affiliates Shareholders’ Equity Shares Amount Balance, January 1, 2025 148,536,643 $ 1,522,487 $ 257,254 ($ 10,429 ) $ 11,221 $ 1,780,533 Loss from continuing operations — — ( 5,592 ) — — ( 5,592 ) Income from discontinued operations — — 2,122 — 385 2,507 Net loss attributable to noncontrolling interests in the Operating Partnership — — 46 — — 46 Dividends ($ 0.2725 per share) (a) — — ( 42,686 ) — — ( 42,686 ) Issuance of common shares from special dividend (b) 7,560,983 200,454 — — — 200,454 Issuance of common shares under incentive stock plans 5,566 — — — — — Stock-based incentive compensation — 2,281 — — — 2,281 Repurchase of common shares to pay withholding taxes on vested incentive stock awards ( 1,420 ) ( 38 ) — — — ( 38 ) Repurchase of common shares made under repurchase program ( 95,000 ) — ( 2,623 ) — — ( 2,623 ) Adjustment of noncontrolling interests in the Operating Partnership — — ( 4,341 ) — — ( 4,341 ) Conversion of units into common shares 1,000 28 — — — 28 Pension and postretirement benefit plans — — — ( 2 ) — ( 2 ) Foreign currency translation adjustment — — — 3,515 118 3,633 Cash flow hedges — — — ( 7,441 ) 394 ( 7,047 ) Allocation of other comprehensive loss to noncontrolling interests in the Operating Partnership — — — 53 — 53 Distributions to noncontrolling interests in consolidated affiliates — — — — ( 1,911 ) ( 1,911 ) Balance, March 31, 2025 156,007,772 $ 1,725,212 $ 204,180 ($ 14,304 ) $ 10,207 $ 1,925,295 (a) For information regarding distributions to noncontrolling interests in the Operating Partnership, see the Rayonier Inc. Consolidated Statements of Cash Flows and Note 6 — Noncontrolling Interests . (b) Reflects the issuance of shares related to the Company’s special dividend of $ 1.80 per common share, paid on January 30, 2025, to shareholders of record as of December 12, 2024. This dividend comprised a combination of cash and the Company’s common shares. See Notes to Consolidated Financial Statements. 4 Table of Contents RAYONIER INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (Dollars in thousands) Three Months Ended March 31, 2026 2025 OPERATING ACTIVITIES Net loss ($ 12,514 ) ($ 3,085 ) Adjustments to reconcile net loss to cash provided by operating activities: Depreciation, depletion and amortization from continuing operations 56,240 23,493 Depreciation, depletion and amortization from discontinued operations — 4,334 Non-cash cost of land and improved development 11,985 2,399 Stock-based incentive compensation expense 15,413 2,281 Deferred income taxes ( 39,453 ) ( 1,048 ) Interest received under swaps with other-than-insignificant financing element ( 4,118 ) — Other 5,703 8,754 Changes in operating assets and liabilities: Receivables ( 3,248 ) ( 687 ) Inventories 8,267 ( 1,506 ) Accounts payable 8,916 1,131 All other operating activities ( 12,608 ) ( 8,367 ) CASH PROVIDED BY OPERATING ACTIVITIES 34,583 27,699 INVESTING ACTIVITIES Capital expenditures from continuing operations ( 20,432 ) ( 12,023 ) Capital expenditures from discontinued operations — ( 2,654 ) Real estate development investments ( 4,541 ) ( 4,087 ) Net cash consideration for merger with PotlatchDeltic ( 24,769 ) — Interest received under swaps with other-than-insignificant financing element 4,118 — Other ( 7,433 ) ( 2,674 ) CASH USED FOR INVESTING ACTIVITIES ( 53,057 ) ( 21,438 ) FINANCING ACTIVITIES Repayment of debt ( 27,500 ) — Dividends paid on common shares (a) ( 81,102 ) ( 110,442 ) Distributions to noncontrolling interests in the Operating Partnership (b) ( 437 ) ( 1,463 ) Equity issuance costs ( 866 ) — Repurchase of common shares to pay withholding taxes on vested incentive stock awards ( 1,006 ) ( 38 ) Repurchase of common shares made under repurchase program ( 31,068 ) ( 2,623 ) Payments made under finance leases ( 831 ) — Distributions to noncontrolling interests in consolidated affiliates — ( 1,911 ) CASH USED FOR FINANCING ACTIVITIES ( 142,810 ) ( 116,477 ) EFFECT OF EXCHANGE RATE CHANGES ON CASH — 28 CASH, CASH EQUIVALENTS AND RESTRICTED CASH Change in cash, cash equivalents and restricted cash ( 161,284 ) ( 110,188 ) Balance from continuing operations, beginning of year 843,439 323,107 Balance from discontinued operations, beginning of year — 20,093 Total Balance, beginning of year $ 843,439 $ 343,200 Balance from continuing operations, end of period 682,155 216,919 Balance from discontinued operations, end of period — 16,093 Total Balance, end of period $ 682,155 $ 233,012 (a) The three months ended March 31, 2025 includes an additional dividend of $ 1.80 per common share, consisting of a combination of cash and the Company’s common shares. The cash portion of $ 67.8 million was paid on January 30, 2025 to shareholders of record on December 12, 2024. (b) The three months ended March 31, 2025 includes an additional distribution of $ 1.80 per Redeemable Operating Partnership Unit, consisting of a combination of cash and the Company’s Redeemable Operating Partnership Units. The cash portion of $ 0.9 million was paid on January 30, 2025, to holders of record on December 12, 2024. 5 Table of Contents RAYONIER INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED) (Unaudited) (Dollars in thousands) Three Months Ended March 31, 2026 2025 SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION Cash (received) paid during the period: Interest (a) ($ 9,319 ) ($ 1,882 ) Income taxes (b) 9 3,117 Non-cash investing and financing activity: Capital assets purchased on account 4,883 3,798 Equity consideration for the merger with PotlatchDeltic 3,228,420 — Issuance of common shares from special dividend — 200,454 Issuance of Redeemable Operating Partnership Units from special distribution — 2,681 (a) Interest received includes patronage paymen ts receive d of $ 14.8 million a n d $ 7.7 million for the three months ended March 31, 2026 and March 31, 2025, respectively. For additional information on patronage payments, see Note 8 — Debt in the 2025 Form 10-K. Interest paid (received) for the three months ended March 31, 2025 includes $ 0.7 million from discontinued operations. (b) Income taxes paid for the three months ended March 31, 2025 includes $ 2.9 million from discontinued operations. See Notes to Consolidated Financial Statements. 6 Table of Contents RAYONIER, L.P. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (LOSS) (Unaudited) (Dollars in thousands, except per unit amounts) Three Months Ended March 31, 2026 2025 SALES ( NOTE 5 ) $ 276,787 $ 82,922 Costs and Expenses Cost of sales ( 230,336 ) ( 64,952 ) Selling and general expenses ( 21,674 ) ( 16,692 ) Other operating expense, net ( Note 20 ) ( 70,430 ) ( 1,219 ) ( 322,440 ) ( 82,863 ) OPERATING (LOSS) INCOME ( 45,653 ) 59 Interest expense, net ( 14,301 ) ( 6,394 ) Interest income 7,156 2,876 Other miscellaneous income (expense), net 854 ( 1,842 ) LOSS FROM CONTINUING OPERATIONS BEFORE INCOME TAXES ( 51,944 ) ( 5,301 ) Income tax benefit (expense) ( Note 22 ) 39,430 ( 291 ) LOSS FROM CONTINUING OPERATIONS ( 12,514 ) ( 5,592 ) DISCONTINUED OPERATIONS, NET ( NOTE 3 ) Income from operations of discontinued operations, net of tax — 2,507 NET LOSS ( 12,514 ) ( 3,085 ) Less: Net income attributable to noncontrolling interests in consolidated affiliates — ( 385 ) NET LOSS ATTRIBUTABLE TO RAYONIER, L.P. UNITHOLDERS ( 12,514 ) ( 3,470 ) NET LOSS ATTRIBUTABLE TO UNITHOLDERS ATTRIBUTABLE TO: Limited Partners ( 12,388 ) ( 3,435 ) General Partners ( 126 ) ( 35 ) Net loss attributable to unitholders ( 12,514 ) ( 3,470 ) OTHER COMPREHENSIVE INCOME (LOSS), RELATING TO CONTINUING OPERATIONS Cash flow hedges, net of income tax effect of $ 16 and $ 0 2,256 ( 8,758 ) Pension and postretirement benefit plans, net of income tax effect of $ 0 and $ 0 ( 1 ) ( 2 ) OTHER COMPREHENSIVE INCOME, RELATING TO DISCONTINUED OPERATIONS Foreign currency translation adjustment, net of income tax effect of $ 0 and $ 0 — 3,633 Cash flow hedges, net of income tax effect of $ 0 and $ 665 — 1,711 Total other comprehensive income (loss) 2,255 ( 3,416 ) COMPREHENSIVE LOSS ( 10,259 ) ( 6,501 ) Less: Comprehensive income attributable to noncontrolling interests in consolidated affiliates — ( 897 ) COMPREHENSIVE LOSS ATTRIBUTABLE TO RAYONIER, L.P. UNITHOLDERS ($ 10,259 ) ($ 7,398 ) (LOSS) EARNINGS PER UNIT ( NOTE 7 ) BASIC (LOSS) EARNINGS PER UNIT ATTRIBUTABLE TO RAYONIER L.P. Continuing Operations ($ 0.05 ) ($ 0.04 ) Discontinued Operations — $ 0.01 Net Loss ($ 0.05 ) ($ 0.02 ) DILUTED (LOSS) EARNINGS PER UNIT ATTRIBUTABLE TO RAYONIER L.P. Continuing Operations ($ 0.05 ) ($ 0.04 ) Discontinued Operations — $ 0.01 Net Loss ($ 0.05 ) ($ 0.02 ) See Notes to Consolidated Financial Statements. 7 Table of Contents RAYONIER, L.P. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (Unaudited) (Dollars in thousands) March 31, 2026 December 31, 2025 ASSETS CURRENT ASSETS Cash and cash equivalents $ 681,660 $ 842,944 Trade receivables, less allowance for doubtful accounts of $ 123 and $ 209 41,148 9,101 Other receivables 12,696 7,171 Inventory ( Note 16 ) 113,236 6,834 Prepaid expenses 17,560 9,873 Assets held for sale ( Note 25 ) 28,444 5,429 Other current assets 992 2,403 Total current assets 895,736 883,755 TIMBER AND TIMBERLANDS, NET OF DEPLETION AND AMORTIZATION 5,867,657 2,299,484 HIGHER AND BETTER USE TIMBERLANDS AND REAL ESTATE DEVELOPMENT INVESTMENTS ( NOTE 15 ) 187,615 126,090 PROPERTY, PLANT AND EQUIPMENT Land 23,719 5,581 Buildings 103,521 24,493 Machinery and equipment 467,335 6,977 Construction in progress 12,200 2,386 Total property, plant and equipment, gross 606,775 39,437 Less — accumulated depreciation ( 28,373 ) ( 20,909 ) Total property, plant and equipment, net 578,402 18,528 RESTRICTED CASH, NON-CURRENT ( NOTE 24 ) 495 495 OPERATING LEASE RIGHT-OF-USE ASSETS ( NOTE 17 ) 23,515 16,286 OTHER ASSETS 192,008 60,015 TOTAL ASSETS $ 7,745,428 $ 3,404,653 LIABILITIES, REDEEMABLE OPERATING PARTNERSHIP UNITS AND CAPITAL CURRENT LIABILITIES Accounts payable $ 28,451 $ 12,775 Current maturities of long-term debt, net ( Note 8 ) 199,996 199,982 Accrued taxes 11,272 5,070 Accrued payroll and benefits 39,170 15,740 Accrued interest 12,396 4,517 Deferred revenue 26,269 19,260 Other current liabilities 36,573 13,937 Total current liabilities 354,127 271,281 LONG-TERM DEBT, NET ( NOTE 8 ) 1,855,051 845,335 PENSION AND OTHER POSTRETIREMENT BENEFITS, NON-CURRENT ( NOTE 18 ) 61,582 1,399 LONG-TERM DEFERRED REVENUE 14,175 9,600 LONG-TERM DEFERRED TAX LIABILITIES, NET 36,027 83 OTHER NON-CURRENT LIABILITIES 55,167 26,757 COMMITMENTS AND CONTINGENCIES ( NOTE 11 and 1 2 ) REDEEMABLE OPERATING PARTNERSHIP UNITS ( NOTE 6 ) 1,682,257 and 1,682,894 Units outstanding, respectively 39,943 40,463 CAPITAL General partners’ capital 53,008 21,834 Limited partners’ capital 5,247,735 2,161,543 Accumulated other comprehensive income ( Note 23 ) 28,613 26,358 TOTAL CAPITAL 5,329,356 2,209,735 TOTAL LIABILITIES, REDEEMABLE OPERATING PARTNERSHIP UNITS AND CAPITAL $ 7,745,428 $ 3,404,653 See Notes to Consolidated Financial Statements. 8 Table of Contents RAYONIER, L.P. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CHANGES IN CAPITAL (Unaudited) (Dollars in thousands, except per unit data) Units Accumulated Other Comprehensive Income Total Capital General Partners’ Capital Limited Partners’ Capital Balance, January 1, 2026 $ 21,834 $ 2,161,543 $ 26,358 $ 2,209,735 Net loss ( 126 ) ( 12,388 ) — ( 12,514 ) Distributions on units ($ 0.26 per unit) ( 815 ) ( 80,718 ) — ( 81,533 ) Issuance of common units associated with the merger with PotlatchDeltic, net of equity issuance costs of $ 0.9 million 32,026 3,170,545 — 3,202,571 Replacement equity awards granted in connection with the merger with PotlatchDeltic — precombination service portion 250 24,733 24,983 Stock-based incentive compensation 154 15,259 — 15,413 Repurchase of units to pay withholding taxes on vested incentive stock awards ( 10 ) ( 996 ) — ( 1,006 ) Repurchase of units made under repurchase program ( 311 ) ( 30,757 ) — ( 31,068 ) Adjustment of Redeemable Operating Partnership Units 5 501 — 506 Conversion of units into common shares 1 13 — 14 Pension and postretirement benefit plans — — ( 1 ) ( 1 ) Cash flow hedges — — 2,256 2,256 Balance, March 31, 2026 $ 53,008 $ 5,247,735 $ 28,613 $ 5,329,356 Units Accumulated Other Comprehensive Loss Noncontrolling Interests in Consolidated Affiliates Total Capital General Partners’ Capital Limited Partners’ Capital Balance, January 1, 2025 $ 17,772 $ 1,759,405 ($ 7,865 ) $ 11,221 $ 1,780,533 Loss from continuing operations ( 56 ) ( 5,536 ) — — ( 5,592 ) Income from discontinued operations 21 2,101 — 385 2,507 Distributions on units ($ 0.2725 per unit) ( 432 ) ( 42,822 ) — — ( 43,254 ) Issuance of units from special distribution (a) 2,031 201,104 — — 203,135 Stock-based incentive compensation 23 2,258 — — 2,281 Repurchase of units to pay withholding taxes on vested incentive stock awards ( 1 ) ( 37 ) — — ( 38 ) Repurchase of units made under repurchase program ( 26 ) ( 2,597 ) — — ( 2,623 ) Adjustment of Redeemable Operating Partnership Units ( 63 ) ( 6,292 ) — — ( 6,355 ) Conversion of units into common shares — 28 — — 28 Pension and postretirement benefit plans — — ( 2 ) — ( 2 ) Foreign currency translation adjustment — — 3,515 118 3,633 Cash flow hedges — — ( 7,441 ) 394 ( 7,047 ) Distributions to noncontrolling interests in consolidated affiliates — — — ( 1,911 ) ( 1,911 ) Balance, March 31, 2025 $ 19,269 $ 1,907,612 ($ 11,793 ) $ 10,207 $ 1,925,295 (a) Reflects the issuance of units related to the Company’s special distribution of $ 1.80 per unit, paid on January 30, 2025, to holders of record as of December 12, 2024. This distribution comprised a combination of cash and units. See Notes to Consolidated Financial Statements. 9 Table of Contents RAYONIER, L.P. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (Dollars in thousands) Three Months Ended March 31, 2026 2025 OPERATING ACTIVITIES Net loss ($ 12,514 ) ($ 3,085 ) Adjustments to reconcile net loss to cash provided by operating activities: Depreciation, depletion and amortization from continuing operations 56,240 23,493 Depreciation, depletion and amortization from discontinued operations — 4,334 Non-cash cost of land and improved development 11,985 2,399 Stock-based incentive compensation expense 15,413 2,281 Deferred income taxes ( 39,453 ) ( 1,048 ) Interest received under swaps with other-than-insignificant financing element ( 4,118 ) — Other 5,703 8,754 Changes in operating assets and liabilities: Receivables ( 3,248 ) ( 687 ) Inventories 8,267 ( 1,506 ) Accounts payable 8,916 1,131 All other operating activities ( 12,608 ) ( 8,367 ) CASH PROVIDED BY OPERATING ACTIVITIES 34,583 27,699 INVESTING ACTIVITIES Capital expenditures from continuing operations ( 20,432 ) ( 12,023 ) Capital expenditures from discontinued operations — ( 2,654 ) Real estate development investments ( 4,541 ) ( 4,087 ) Net cash consideration for merger with PotlatchDeltic ( 24,769 ) — Interest received under swaps with other-than-insignificant financing element 4,118 — Other ( 7,433 ) ( 2,674 ) CASH USED FOR INVESTING ACTIVITIES ( 53,057 ) ( 21,438 ) FINANCING ACTIVITIES Repayment of debt ( 27,500 ) — Distributions on units (a) ( 81,539 ) ( 111,905 ) Equity issuance costs ( 866 ) — Repurchase of units to pay withholding taxes on vested incentive stock awards ( 1,006 ) ( 38 ) Repurchase of units made under repurchase program ( 31,068 ) ( 2,623 ) Payments made under finance leases ( 831 ) — Distributions to noncontrolling interests in consolidated affiliates — ( 1,911 ) CASH USED FOR FINANCING ACTIVITIES ( 142,810 ) ( 116,477 ) EFFECT OF EXCHANGE RATE CHANGES ON CASH — 28 CASH, CASH EQUIVALENTS AND RESTRICTED CASH Change in cash, cash equivalents and restricted cash ( 161,284 ) ( 110,188 ) Balance from continuing operations, beginning of year 843,439 323,107 Balance from discontinued operations, beginning of year — 20,093 Total Balance, beginning of year $ 843,439 $ 343,200 Balance from continuing operations, end of period 682,155 216,919 Balance from discontinued operations, end of period — 16,093 Total Balance, end of period $ 682,155 $ 233,012 (a) The three months ended March 31, 2025 includes an additional distribution of $ 1.80 per unit, consisting of a combination of cash and units. The cash portion of $ 68.7 million was paid on January 30, 2025, to holders of record on December 12, 2024. 10 Table of Contents RAYONIER, L.P. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED) (Unaudited) (Dollars in thousands) Three Months Ended March 31, 2026 2025 SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION Cash (received) paid during the period: Interest (a) ($ 9,319 ) ($ 1,882 ) Income taxes (b) 9 3,117 Non-cash investing and financing activity: Capital assets purchased on account 4,883 3,798 Unit consideration for the merger with PotlatchDeltic 3,228,420 — Issuance of units from special distribution — 203,135 (a) Interest received includes patronage payments received of $ 14.8 million and $ 7.7 million for the three months ended March 31, 2026 and March 31, 2025, respectively. For additional information on patronage payments, see Note 8 — Debt in the 2025 Form 10-K. Interest paid for the three months ended March 31, 2025 includes $ 0.7 million from discontinued operations. (b) Income taxes paid for the three months ended March 31, 2025 includes $ 2.9 million from discontinued operations. See Notes to Consolidated Financial Statements. 11 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) 1. BASIS OF PRESENTATION The unaudited consolidated financial statements and notes thereto of Rayonier Inc. and its subsidiaries and Rayonier, L.P. have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the rules and regulations of the Securities and Exchange Commission (the “SEC”). The Rayonier Inc. and Rayonier, L.P. year-end balance sheet information was derived from audited financial statements not included herein. In the opinion of management, these financial statements and notes reflect any adjustments (all of which are normal recurring adjustments) necessary for a fair presentation of the results of operations, financial position and cash flows for the periods presented. These statements and notes should be read in conjunction with the financial statements and supplementary data included in our Annual Report on Form 10-K for the year ended December 31, 2025, as filed with the SEC on February 23, 2026 (the “2025 Form 10-K”). As of March 31, 2026, the Company owned a 99.4 % interest in the Operating Partnership, with the remaining 0.6 % interest owned by the limited partners of the Operating Partnership. As the sole general partner of the Operating Partnership, Rayonier Inc. has exclusive control of the day-to-day management of the Operating Partnership. In June 2025, we divested our entire 77 % interest in our New Zealand operations. Accordingly, New Zealand’s results of operations through the sale date have been classified as discontinued operations in our Consolidated Statements of Income and Comprehensive Income (Loss), and its cash flows through the sale date are included in our Consolidated Statements of Cash Flows. See Note 3 — Discontinued Operations for additional information. MERGER WITH POTLATCHDELTIC CORPORATION On January 30, 2026, we completed the merger-of-equals transaction with PotlatchDeltic Corporation (“PCH” or “PotlatchDeltic”). As a result, PotlatchDeltic Corporation’s balance sheet and results of operations are included in our consolidated financial statements from and after the date of merger. See Note 2 - Merger with PotlatchDeltic Corporation , Note 8 - Debt , and Note 21 - Integration and Merger-Related Costs for further information pertaining to the merger. As a result of the merger, we have revised our reportable business segments, adding one additional segment, Wood Products. In connection with the merger, our Pacific Northwest Timber segment has been renamed Northwest Timber to reflect the expanded geographic scope and integration of timberland assets in the region. See Note 4 - Segment and Geographical information for further discussion of our reportable segments. RECLASSIFICATIONS As discussed in Note 1 — Summary of Significant Accounting Policies in the 2025 Form 10-K, effective in the third quarter of 2025 the Company combined its Trading segment into its Southern and Northern Timber segments. Prior period segment information has been recast to conform to the current presentation. SUMMARY OF UPDATES TO SIGNIFICANT ACCOUNTING POLICIES USE OF ESTIMATES The Company's use of estimates in the preparation of its consolidated financial statements is described in Note 1 — Summary of Significant Accounting Policies in the 2025 Form 10-K. The estimates and assumptions underlying the Company's condensed consolidated financial statements as of and for the three months ended March 31, 2026 include those used in the preliminary purchase price allocation related to the merger with PotlatchDeltic Corporation, which closed on January 30, 2026. These estimates require significant judgment, particularly with respect to the determination of fair values for acquired timberlands, property, plant and equipment, identifiable intangible assets, assumed long-term debt, and the related deferred income tax effects. The preliminary purchase price allocation is subject to revision during the measurement period as additional information becomes available, and any such adjustments could be material. See Note 2 — Merger with PotlatchDeltic Corporation for further information. 12 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) COMPANY OWNED LIFE INSURANCE In connection with the merger, Rayonier assumed company-owned life insurance policies on the lives of certain past officers and employees of Legacy PotlatchDeltic. The cash surrender value of these policies is recognized in other assets in our Consolidated Balance Sheets. Related expense and interest income are included in selling and general expenses and interest expense, net, respectively, in the Consolidated Statements of Income and Comprehensive Income (Loss). Cash receipts and disbursements are recorded as investing activities within the Consolidated Statements of Cash Flows. The net effect on income was not significant for the three months ended March 31, 2026 . WOOD PRODUCTS REVENUE RECOGNITION Revenue from wood products sales is recognized when control of the product transfers to the customer. Performance obligations associated with the sale of lumber and other manufactured wood products are typically satisfied either when products are shipped (FOB shipping point) or upon delivery to the customer (FOB destination), depending on the terms of the customer contract. For wood products sales, the transaction price is typically the amount billed to the customer for the products shipped but may be reduced for estimated cash discounts and rebates. Shipping and handling costs for all wood products revenues are accounted for as cost of sales in the Consolidated Statements of Income and Comprehensive Income (Loss). We enter into vendor-managed inventory ("VMI") arrangements with certain customers whereby inventory is shipped to a VMI warehouse. For products sold under VMI arrangements, revenue is recognized and billed when control transfers to the customer and we have no further obligations, which is generally upon the customer's withdrawal of inventory from the VMI warehouse. WOOD PRODUCTS INVENTORY Manufacturing inventories, consisting principally of raw materials, work-in-process, finished goods, and stores and supplies inventory, are stated at the lower of cost and net realizable value. Cost is determined using the weighted-average cost method. Inventory costs include direct materials, direct labor, and allocated manufacturing overhead. Manufacturing inventories are reviewed for excess quantities, obsolescence, and other indicators that net realizable value may be less than cost, and write-downs are recorded when cost exceeds net realizable value. For a full description of our other significant accounting policies, see Note 1 — Summary of Significant Accounting Policies in our 2025 Form 10-K. RECENTLY ADOPTED ACCOUNTING STANDARDS In the first quarter of 2026, we early adopted Accounting Standards Update (“ASU”) No. 2025-09, Derivatives and Hedging (Topic 815): Hedge Accounting Improvements . ASU 2025-09 amends hedge accounting guidance to provide greater flexibility in designating and assessing hedging relationships for similar risks. The adoption of ASU 2025-09 did not have a material impact on our consolidated financial results or financial position. For additional information regarding our derivative instruments and hedging activities, refer to Note 9 — Derivative Financial Instruments and Hedging Activities . ACCOUNTING STANDARDS ISSUED BUT NOT YET ADOPTED In December 2025, the FASB issued ASU No. 2025-11, Interim Reporting (Topic 270): Narrow-Scope Improvements. This update is intended to improve the organization and accessibility of required interim disclosures, clarify the applicability of certain interim disclosure requirements, and introduce a requirement that entities disclose, in interim reports, material events that have occurred since the most recent annual reporting period. The guidance is effective for interim reporting periods within annual reporting periods beginning after December 15, 2027, with early adoption permitted. Entities may apply the new requirements prospectively or retrospectively. We are evaluating the impact that the adoption of ASU 2025-11 will have on our consolidated financial statements and related disclosures. 13 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) In November 2024, the FASB issued ASU No. 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. Subsequently, in January 2025, the FASB issued ASU No. 2025-01 to clarify the effective date of this guidance . ASU 2024-03 requires enhanced disclosure regarding specific expense categories, such as inventory costs, employee compensation, and depreciation, within the notes to the financial statements. The pronouncement is effective for annual reporting periods in fiscal years beginning after December 15, 2026, and for interim reporting periods beginning after December 15, 2027, with early adoption permitted. The guidance allows for either prospective or retrospective application. We are evaluating the impact of adopting this new guidance on our consolidated financial statements and disclosures. Other recent accounting pronouncements, either adopted or pending adoption and not discussed above, are not applicable or are not expected to have a material impact on our consolidated financial condition, results of operations, or cash flows. SUBSEQUENT EVENTS REPAYMENT OF 2016 INCREMENTAL TERM LOAN On April 28, 2026, the $ 200.0 million 2016 Incremental Term Loan matured and was repaid in full with cash on hand, refer to Note 8 — Debt . 14 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) 2. MERGER WITH POTLATCHDELTIC CORPORATION On January 30, 2026, the Company acquired 100 % percent of the outstanding common shares of PotlatchDeltic Corporation (“PotlatchDeltic”), a Delaware corporation and real estate investment trust, pursuant to the Agreement and Plan of Merger dated October 13, 2025. PotlatchDeltic owned approximately 2.1 million acres of timberlands in Alabama, Arkansas, Georgia, Idaho, Louisiana, Mississippi, and South Carolina and operated six sawmills, an industrial-grade plywood mill, a residential and commercial real estate development business, and a rural timberland sales program. PotlatchDeltic's operations were organized into three business segments: timberland, wood products, and real estate. The merger created a combined entity with approximately 4.1 million acres of timberlands, providing additional scale and more geographic diversity across highly attractive and productive regions. The transaction added seven wood products manufacturing facilities, positioning the Company as a leading lumber producer. The combined platform creates a diversified portfolio positioned to capture higher and better use value and land-based solutions opportunities across an expanded geographic footprint. Pursuant to the Merger Agreement, each share of PotlatchDeltic common stock issued and outstanding immediately prior to the effective time was converted into the right to receive 1.8185 Rayonier common shares and $ 0.61 in cash. The Company issued approximately 140.9 million common shares in connection with the merger. The following table summarizes the total consideration transferred by Rayonier in the merger: Cash Consideration: Number of PotlatchDeltic common shares outstanding as of January 30, 2026 77,466,233 Cash consideration per PotlatchDeltic common share $ 0.61 Total Cash Consideration Transferred $ 47,254 Equity Consideration: Number of PotlatchDeltic common shares outstanding as of January 30, 2026 77,466,233 Exchange Ratio (a) 1.8185 Shares of Rayonier Inc. common stock issued for PotlatchDeltic’s outstanding common stock 140,872,342 Rayonier share price (b) $ 22.74 Equity Consideration for elections $ 3,203,437 PotlatchDeltic’s replacement awards (c) 24,983 Total Equity Consideration Transferred $ 3,228,420 Total Consideration $ 3,275,674 (a) The exchange ratio was was adjusted from 1.7339 to 1.8185 in accordance with the Merger Agreement. This adjustment accounts for the stock component of the one-time $ 1.40 per share special dividend declared by Rayonier to its shareholders of record on October 24, 2025. (b) The closing price of Rayonier common stock on the NYSE on January 30, 2026. (c) Represents the portion of the fair value of Rayonier replacement equity awards, issued in exchange for outstanding PotlatchDeltic equity awards held by grantees, attributable to precombination services. The remaining fair value of $ 21.1 million, attributable to postcombination services, will be recognized as compensation expense over the remaining requisite service periods. See Note 19 — Incentive Stock Plans for additional details. 15 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) The following table contains the amounts of cash transferred in the merger and net cash consideration shown in the Consolidated Statements of Cash Flows for the three months ended March 31, 2026: March 31, 2026 Cash consideration transferred $ 47,254 Less: Cash assumed in merger ( 22,485 ) Net cash consideration shown in Consolidated Statements of Cash Flows $ 24,769 We recognized approximately $ 70.4 million of merger-related costs during the first quarter of 2026. See Note 21 — Integration and Merger-Related Costs for descriptions of the components of merger-related costs. Equity issuance costs directly attributable to the share issuance of $ 0.9 million were capitalized as a reduction of Common Stock. BASIS OF ACCOUNTING The merger has been accounted for using the acquisition method in accordance with ASC 805, Business Combinations ("ASC 805"), with Rayonier as the legal and accounting acquirer. Assets acquired and liabilities assumed have been recorded at their fair values as of the acquisition date. The preliminary allocation will be finalized as soon as practicable, but no later than one year after the acquisition date. The financial statements will not be retrospectively adjusted for any provisional amount changes; rather, such adjustments will be recognized in the reporting period determined, together with the effect on earnings of changes in depletion, depreciation, amortization, or other income effects calculated as if the accounting had been completed at the acquisition date. Our consolidated financial statements as of and for the three months ended March 31, 2026 include results of operations for PotlatchDeltic from January 31, 2026 through March 31, 2026. The preliminary fair value estimates required the use of significant assumptions, including projected harvest volumes and log pricing, future expected cash flows, applicable discount rates, and replacement cost estimates for manufacturing facilities and equipment. These estimates are preliminary and subject to change as additional information is obtained during the measurement period. The most significant areas for which the allocation remains open include timberlands; property, plant and equipment; higher and better use timberlands and real estate development investments; inventory; long-term debt; pension and other postretirement benefit obligations; environmental liabilities; intangible assets; and tax-related matters. The preliminary fair value estimates represent Level 3 measurements under ASC 820, Fair Value Measurements ("ASC 820"), with the exception of certain assumed long-term debt instruments valued using observable market inputs classified as Level 2. The initial carrying amounts of certain other assets acquired and liabilities assumed approximated their fair values due to their short-term nature. See Note 10 — Fair Value Measurements for further information on the fair value hierarchy. The fair value methodologies used were as follows: Income Approach — Estimates fair value based on the present value of projected cash flows, discounted at rates reflecting the relative risk and time value of money. This approach was primarily used to value acquired timberlands, including the allocation of value among bare land, pre-merchantable timber, and merchantable timber across each geographic region. Cost Approach — Estimates fair value based on current replacement cost, adjusted for physical deterioration and functional and economic obsolescence. This approach was primarily used for property, plant, and equipment. Market Approach — Estimates fair value based on observable prices from recent comparable transactions. This approach was primarily used for higher and better use timberlands, real estate development investments, certain land and building assets, and long-term debt instruments. 16 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) PRELIMINARY PURCHASE PRICE ALLOCATION The preliminary allocation of purchase price to the identifiable assets acquired and liabilities assumed, based on preliminary estimates of fair value as of January 30, 2026, is as follows: Total Cash and cash equivalents $ 22,485 Trade and other receivables 45,254 Inventory 113,788 Other current assets 8,845 Timber and timberlands 3,630,527 Higher and Better Use Timberlands and Real Estate Development Investments 59,563 Property, plant, and equipment 564,282 Other assets 135,229 Total identifiable assets acquired $ 4,579,973 Accounts payable 7,817 Current maturities of long-term debt 27,500 Accrued taxes 5,728 Current liabilities 78,853 Long-term debt 1,009,500 Pension and other post-retirement benefits 63,888 Deferred income tax liabilities 75,668 Other non-current liabilities 35,345 Total liabilities assumed $ 1,304,299 Total net assets acquired $ 3,275,674 The fair value of trade and other receivables assumed in the merger was $ 45.3 million. The gross contractual amounts receivable approximated fair value, and the Company's best estimate of contractual cash flows not expected to be collected at the acquisition date was not material. The preliminary allocation did not result in the recognition of goodwill or a bargain purchase gain, as the fair value of identifiable net assets acquired approximated the total consideration transferred. No material contingent liabilities were recognized at the acquisition date, and we have not identified any material unrecorded pre-merger contingencies where the related asset, liability, or impairment is probable and the amount can be reasonably estimated. These estimated fair values are preliminary and subject to adjustments, which could be material. Our valuations will be finalized once additional information has been obtained and reviewed. Prior to finalization, if information becomes available indicating that such events had occurred and the amounts can be reasonably estimated, the related items will be included in the final purchase price allocation. See Note 22 — Income Taxes for discussion of the release of a portion of the Company's deferred tax asset valuation allowance resulting from the merger. 17 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) REVENUE AND EARNINGS OF POTLATCHDELTIC SINCE ACQUISITION The following table presents the revenue and net income (loss) of PotlatchDeltic included in the Company's Consolidated Statements of Income and Comprehensive Income (Loss) from the acquisition date of January 30, 2026 through March 31, 2026: March 31, 2026 Revenue $ 158,594 Net loss ($ 6,440 ) UNAUDITED PRO FORMA FINANCIAL INFORMATION The following unaudited pro forma financial information presents the combined results of operations of Rayonier and PotlatchDeltic as if the merger had occurred on January 1, 2025. The pro forma information is presented for informational purposes only and is not necessarily indicative of the results that would have been achieved had the merger actually occurred on January 1, 2025, nor is it indicative of future results of operations. Three Months Ended March 31, 2026 2025 Revenue $ 350,156 $ 351,181 Income (loss) from continuing operations 47,890 ( 123,262 ) Income (loss) from discontinued operations, net of tax — 2,507 Net income (loss) 47,890 ( 120,755 ) Rayonier Inc. Net income (loss) attributable to Rayonier Inc. $ 47,625 ($ 120,301 ) Basic earnings (loss) per share - continuing operations $ 0.16 ($ 0.42 ) Diluted earnings (loss) per share - continuing operations $ 0.16 ($ 0.42 ) Basic earnings (loss) per share - discontinued operations — $ 0.01 Diluted earnings (loss) per share - discontinued operations — $ 0.01 Basic earnings (loss) per share attributable to Rayonier Inc. $ 0.16 ($ 0.41 ) Diluted earnings (loss) per share attributable to Rayonier Inc. $ 0.16 ($ 0.41 ) Rayonier L.P. Net income (loss) attributable to Rayonier L.P. $ 47,890 ($ 121,140 ) Basic earnings (loss) per share - continuing operations $ 0.16 ($ 0.42 ) Diluted earnings (loss) per share - continuing operations $ 0.16 ($ 0.42 ) Basic earnings (loss) per share - discontinued operations — $ 0.01 Diluted earnings (loss) per share - discontinued operations — $ 0.01 Basic earnings (loss) per share attributable to Rayonier L.P. $ 0.16 ($ 0.41 ) Diluted earnings (loss) per share attributable to Rayonier L.P. $ 0.16 ($ 0.41 ) The unaudited pro forma financial information above reflects the following material nonrecurring pro forma adjustments: • Incremental depletion and depreciation expense resulting from the preliminary fair value step-up of acquired timber, timberlands, and property, plant, and equipment; • Cost of sales adjustments related to the preliminary fair value step-up of acquired wood products inventory and the elimination of PotlatchDeltic's last-in, first-out (LIFO) inventory reserves, which do not carry over under purchase accounting; 18 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) • Reclassification of merger-related and integration costs of approximately $ 105.3 million ($ 70.4 million incurred by Rayonier and $ 34.9 million incurred by PotlatchDeltic prior to the acquisition date) from the three months ended March 31, 2026 to the three months ended March 31, 2025, as these costs are directly attributable to the merger and are nonrecurring; • Stock-based compensation expense adjustments associated with Rayonier replacement equity awards issued in exchange for outstanding PotlatchDeltic equity awards; and • Income tax effects of the pro forma adjustments at a blended statutory rate of 25%. FINANCING In connection with the merger, the Company entered into a Second Amended and Restated Credit Agreement to consolidate and refinance debt. The Credit Agreement allows for an additional $ 200 million expansion of the revolver and further incremental term loans subject to leverage ratios. See Note 8 — Debt for additional details. 19 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) 3. DISCONTINUED OPERATIONS On June 30, 2025, we completed the sale of our entire 77 % interest in our New Zealand operations to Taurus Forest Holdings Limited for a purchase price of $ 710 million, resulting in net proceeds of $ 699.3 million and a gain on disposal of $ 404.5 million. The results of the New Zealand Timber segment and the New Zealand portion of the Real Estate, former Trading and Corporate segments are classified as discontinued operations in the Consolidated Statements of Income and Comprehensive Income (Loss) for all periods presented. There was no activity related to the discontinued operations during the three months ended March 31, 2026. Following the closing, we have no significant continuing involvement with the divested operations. See Note 2 to the Consolidated Financial Statements in our 2025 Form 10-K for additional information. The following table summarizes the results of our New Zealand operations for the three months ended March 31, 2026 and 2025, as presented in “Income from operations of discontinued operations, net of tax” in the Consolidated Statements of Income and Comprehensive Income (Loss): Three Months Ended March 31, 2026 2025 Sales — $ 56,760 Costs and Expenses Cost of sales — ( 50,589 ) Other operating expense, net (a) — ( 1,622 ) — ( 52,211 ) Operating income from discontinued operations — 4,549 Interest expense, net — ( 728 ) Interest income — 98 Income from operations of discontinued operations before income taxes — 3,919 Income tax expense — ( 1,412 ) Income from operations of discontinued operations, net of tax — 2,507 Less: Net income from discontinued operations attributable to noncontrolling interests in the Operating Partnership — ( 28 ) Less: Net income from discontinued operations attributable to noncontrolling interests in consolidated affiliates — ( 385 ) Net income from discontinued operations attributable to Rayonier Inc. — $ 2,094 (a) The three months ended March 31, 2025 includes transaction costs of $ 0.2 million. The following table summarizes the depreciation, depletion and amortization and capital expenditures of our New Zealand operations for the three months ended March 31, 2026 and 2025: Three Months Ended March 31, 2026 2025 Depreciation, depletion and amortization — $ 4,334 Capital expenditures — 2,654 20 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) 4. SEGMENT AND GEOGRAPHICAL INFORMATION As of March 31, 2026, Rayonier operated in four reportable segments: Southern Timber, Northwest Timber, Wood Products and Real Estate. On January 30, 2026, we completed the merger with PotlatchDeltic Corporation, which added the Wood Products segment and expanded the geographic scope of our Pacific Northwest Timber segment, renamed Northwest Timber to reflect the addition of Idaho timberland assets. The Wood Products segment manufactures and sells lumber, plywood, and residual products at seven mills located in Arkansas, Idaho, Michigan and Minnesota. The segment’s products are largely commodity products, which are sold through our sales team to end users, retailers or wholesalers for nationwide distribution primarily for use in homebuilding, repair and remodeling, industrial products and other construction activity. Our Southern Timber and Northwest Timber segments supply a portion of the Wood Products segment’s wood fiber needs, which typically represents a sizable portion of the Southern Timber and Northwest Timber segments’ total revenues. Intersegment sales are based on estimated fair market value and are eliminated in consolidation. The operations of our former New Zealand Timber segment are classified as discontinued operations in the prior-year comparative periods. See Note 3 — Discontinued Operations for additional information. The chief operating decision maker (“CODM”), the Chief Executive Officer, evaluates segment operating performance based on Adjusted Earnings before Interest, Taxes, Depreciation, Depletion and Amortization (“Adjusted EBITDA”) to make decisions about allocating resources and assessing performance. Total assets by segment are not disclosed as they are not used by the CODM for resource allocation or performance assessment. Adjusted EBITDA is defined as earnings before interest, taxes, depreciation, depletion, amortization, the non-cash cost of land and improved development, non-operating income and expense, costs related to the merger with PotlatchDeltic, an inventory purchase price adjustment in cost of sales, income from operations of discontinued operations, restructuring charges, and Large Dispositions. We believe that Operating (loss) income, as defined by U.S. GAAP, is the most appropriate earnings measurement for reconciling Adjusted EBITDA. Adjusted EBITDA should not be considered as an alternative to Operating loss as determined in accordance with U.S. GAAP. Operating (loss) income as presented in the Consolidated Statements of Income and Comprehensive Income (Loss) includes the results of both reportable segments and corporate activities. Segment Operating income (loss) represents the operating results of the company’s reportable segments only and does not include corporate-level amounts. As a result, segment Operating income (loss) may differ from the total Operating income (loss) reported in the consolidated financial statements. 21 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) The following tables summarize the segment information for the three months ended March 31, 2026 and 2025: Three Months Ended Southern Timber Northwest Timber Wood Products Real Estate Total March 31, 2026 Sales from external customers $ 81,052 $ 27,469 $ 108,483 $ 59,783 $ 276,787 Intersegment revenue (a) 7,641 4,599 — — 12,240 Total sales $ 88,693 $ 32,068 $ 108,483 $ 59,783 $ 289,027 Costs and Expenses Freight, logging and hauling ( 30,331 ) ( 16,128 ) ( 13,176 ) — ( 59,635 ) Fiber costs — — ( 49,304 ) — ( 49,304 ) Manufacturing costs — — ( 40,842 ) — ( 40,842 ) Finished goods inventory change — — 2,372 — 2,372 Depreciation, depletion and amortization ( 33,114 ) ( 9,031 ) ( 6,666 ) ( 6,863 ) ( 55,674 ) Non-cash cost of land and improved development — — — ( 11,985 ) ( 11,985 ) Other costs and expenses (b) ( 12,854 ) ( 7,358 ) ( 1,891 ) ( 13,563 ) ( 35,666 ) Reportable segment operating income (loss) $ 12,394 ($ 449 ) ($ 1,024 ) $ 27,372 $ 38,293 Add: Depreciation, depletion and amortization 33,114 9,031 6,666 6,863 55,674 Add: Non-cash cost of land and improved development — — — 11,985 11,985 Add: Inventory purchase price adjustment in cost of sales (c) — — 1,153 — 1,153 Reportable segment adjusted EBITDA $ 45,508 $ 8,582 $ 6,795 $ 46,220 $ 107,105 Reconciliation of reportable segment results to consolidated loss before taxes All other EBITDA (d) ($ 11,771 ) Intersegment eliminations (e) ( 1,207 ) Interest, net and miscellaneous expense ( 7,145 ) Depreciation, depletion and amortization ( 56,240 ) Non-cash cost of land and improved development ( 11,985 ) Non-operating income 854 Costs related to the merger with PotlatchDeltic (f) ( 70,402 ) Inventory purchase price adjustment in cost of sales (c) ( 1,153 ) Loss from Continuing Operations Before Income Taxes ($ 51,944 ) Income tax benefit (g) 39,430 Net Loss ($ 12,514 ) (a) Intersegment revenue reflects logs sold from the Timber segments to Wood Products. (b) Other costs and expenses for each reportable segment primarily includes other direct and indirect cost of sales and selling and general expenses. (c) Inventory purchase price adjustment in cost of sales reflects a non-cash, one-time charge reflecting the excess of fair value over PotlatchDeltic’s historical cost on acquired finished goods inventory sold post-closing. The inventory purchase price adjustment is recorded within the Consolidated Statements of Income and Comprehensive Income (Loss) under the caption “Cost of sales.” (d) All other EBITDA includes corporate and other expenses. (e) Intersegment eliminations reflects the elimination of profit on log sales from the Timber segments to Wood Products that remain in inventory at the end of the period. (f) Costs related to the merger with PotlatchDeltic include professional services fees, employee-related costs, accelerated stock-based compensation, and other integration-related costs incurred in connection with the merger, which closed on January 30, 2026. Costs related to the merger with PotlatchDeltic are recorded within the Consolidated Statements of Income and Comprehensive Income (Loss) under the caption “Other operating expense, net.” (g) Includes a $ 40.3 million tax benefit from our valuation allowance release. See Note 22 — Income Taxes for additional information. 22 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) Three Months Ended Southern Timber Northwest Timber Wood Products Real Estate Total March 31, 2025 Sales $ 50,944 $ 21,811 — $ 10,167 $ 82,922 Costs and Expenses Freight, logging and hauling ( 12,521 ) ( 9,358 ) — — ( 21,879 ) Depreciation, depletion and amortization ( 16,899 ) ( 5,606 ) — ( 564 ) ( 23,069 ) Non-cash cost of land and improved development — — — ( 2,399 ) ( 2,399 ) Other costs and expenses (a) ( 11,374 ) ( 6,553 ) — ( 8,154 ) ( 26,081 ) Reportable segment operating income (loss) $ 10,150 $ 294 — ($ 950 ) $ 9,494 Add: Depreciation, depletion and amortization 16,899 5,606 — 564 23,069 Add: Non-cash cost of land and improved development — — — 2,399 2,399 Reportable segment adjusted EBITDA $ 27,049 $ 5,900 — $ 2,013 $ 34,962 Reconciliation of reportable segment results to consolidated loss before taxes All other EBITDA (b) ($ 7,901 ) Interest, net and miscellaneous expense ( 3,518 ) Depreciation, depletion and amortization ( 23,493 ) Non-cash cost of land and improved development ( 2,399 ) Non-operating expense (c) ( 1,842 ) Restructuring charges (d) ( 1,110 ) Loss from Continuing Operations Before Income Taxes ($ 5,301 ) Income tax expense ( 291 ) Loss from Continuing Operations ($ 5,592 ) Income from operations of discontinued operations, net of tax 2,507 Net Loss ($ 3,085 ) (a) Other costs and expenses for each reportable segment primarily includes other direct and indirect cost of sales and selling and general expenses. (b) All other EBITDA includes general corporate expenses. (c) Non-operating expense includes $ 1.7 million of net costs associated with legal settlements. Net costs associated with legal settlements are recorded within the Consolidated Statements of Income (Loss) under the caption “Other miscellaneous income (expense), net.” (d) Restructuring charges include severance costs related to workforce optimization initiatives. Restructuring charges are recorded within the Consolidated Statements of Income and Comprehensive Income (Loss) under the caption “Other operating expense, net.” Three Months Ended March 31, 2026 2025 Capital Expenditures (a) Southern Timber $ 13,975 $ 9,615 Northwest Timber 4,010 2,366 Wood Products 2,434 — Real Estate 13 42 Total Capital Expenditures $ 20,432 $ 12,023 (a) Excludes real estate development investments of $ 4.5 million and $ 4.1 million in the three months ended March 31, 2026 and 2025, respectively. 23 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) 5. REVENUE PERFORMANCE OBLIGATIONS We recognize revenue when control of promised goods or services (“performance obligations”) is transferred to customers in an amount that reflects the consideration we expect to receive in exchange for those goods or services (“transaction price”). Unsatisfied performance obligations as of March 31, 2026 primarily consist of advances on stumpage contracts, unearned license revenue, unearned carbon capture and storage revenue, hunting and other access rights on our timberlands, payments received for shipments where control of goods have not transferred, member related activities at an owned country club and certain post-close obligations for real estate sales. Of these performance obligations, $ 26.3 million is expected to be recognized within the next twelve months , with the remaining $ 14.2 million expected to be recognized thereafter as we satisfy our performance obligations. We generally collect payment within one year of satisfying a performance obligation; therefore, we have elected the practical expedient not to adjust revenue for a financing component. CONTRACT BALANCES The timing of revenue recognition, invoicing and cash collections results in trade receivables and deferred revenue (contract liabilities) on the Consolidated Balance Sheets. Trade receivables are recorded when we have an unconditional right to consideration for completed performance under a contract. Contract liabilities relate to payments received in advance of performance under a contract and are recognized as revenue as, or when, we perform under a contract. The following table summarizes revenue recognized during the three months ended March 31, 2026 and 2025 that was included in the contract liability balance at the beginning of each year: Three Months Ended March 31, 2026 2025 Revenue recognized from contract liability balance at the beginning of the year (a) $ 8,096 $ 9,089 (a) Revenue recognized during the three months ended March 31, 2026, from contract liabilities at the beginning of the year excludes amounts related to PotlatchDeltic Corporation, as the merger was completed on January 30, 2026, and PotlatchDeltic’s contract liabilities were not included in our contract liability balance as of December 31, 2025. 24 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) The following tables present our revenue from contracts with customers disaggregated by product type for the three months ended March 31, 2026 and 2025: Three Months Ended Southern Timber Northwest Timber Wood Products Real Estate Elim. Total March 31, 2026 Pulpwood $ 23,219 $ 1,755 — — — $ 24,974 Sawtimber 42,388 24,340 — — — 66,728 Hardwood 1,621 — — — — 1,621 Total Timber Sales 67,228 26,095 — — — 93,323 License Revenue, Primarily from Hunting 7,637 274 — — — 7,911 Land-Based Solutions (a) 3,593 2 — — — 3,595 Other Non-Timber Revenue 2,594 1,098 — — — 3,692 Total Non-Timber Sales 13,824 1,374 — — — 15,198 Lumber — — 87,197 — — 87,197 Plywood/Residual/Other — — 21,286 — — 21,286 Total Wood Products Sales — — 108,483 — — 108,483 Improved Development — — — 6,588 — 6,588 Rural — — — 49,431 — 49,431 Deferred Revenue/Other (b) — — — 3,499 — 3,499 Total Real Estate Sales — — — 59,518 — 59,518 Revenue from Contracts with Customers 81,052 27,469 108,483 59,518 — 276,522 Lease Revenue — — — 265 — 265 Intersegment (c) 7,641 4,599 — — ( 12,240 ) — Total Revenue $ 88,693 $ 32,068 $ 108,483 $ 59,783 ($ 12,240 ) $ 276,787 Three Months Ended Southern Timber Northwest Timber Wood Products Real Estate Elim. Total March 31, 2025 Pulpwood $ 19,798 $ 1,265 — — — $ 21,063 Sawtimber 20,565 19,106 — — — 39,671 Hardwood 1,529 — — — — 1,529 Total Timber Sales 41,892 20,371 — — — 62,263 Trading — 407 — — — 407 License Revenue, Primarily from Hunting 5,235 91 — — — 5,326 Land-Based Solutions (a) 2,755 30 — — — 2,785 Other Non-Timber Revenue 1,062 912 — — — 1,974 Total Non-Timber Sales 9,052 1,440 — — — 10,492 Improved Development — — — 3,294 — 3,294 Rural — — — 5,274 — 5,274 Deferred Revenue/Other (b) — — — 1,290 — 1,290 Total Real Estate Sales — — — 9,858 — 9,858 Revenue from Contracts with Customers 50,944 21,811 — 9,858 — 82,613 Lease Revenue — — — 309 — 309 Total Revenue $ 50,944 $ 21,811 — $ 10,167 — $ 82,922 (a) Consists primarily of sales from carbon capture and storage (“CCS”) and solar energy contracts. (b) Includes deferred revenue adjustments, builder price participation and other fees related to Improved Development sales, as well as revenue from our country club operations. (c) Intersegment revenues represent logs sold from the Timber segments to Wood Products. 25 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) The following table presents our timber sales disaggregated by contract type for the three months ended March 31, 2026 and 2025: Three Months Ended Southern Timber Northwest Timber Total March 31, 2026 Stumpage Pay-as-Cut $ 22,812 — $ 22,812 Stumpage Lump Sum 1,815 689 2,504 Total Stumpage 24,627 689 25,316 Delivered Wood (Domestic) 42,601 25,406 68,007 Total Delivered 42,601 25,406 68,007 Total Timber Sales $ 67,228 $ 26,095 $ 93,323 March 31, 2025 Stumpage Pay-as-Cut $ 17,982 — $ 17,982 Stumpage Lump Sum 426 1,150 1,576 Total Stumpage 18,408 1,150 19,558 Delivered Wood (Domestic) 23,484 19,178 42,662 Delivered Wood (Export) — 43 43 Total Delivered 23,484 19,221 42,705 Total Timber Sales $ 41,892 $ 20,371 $ 62,263 26 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) 6. NONCONTROLLING INTERESTS NONCONTROLLING INTERESTS IN CONSOLIDATED AFFILIATES Matariki Forestry Group Prior to the sale of our New Zealand operations on June 30, 2025, we maintained a 77 % controlling financial interest in Matariki Forestry Group (the “New Zealand subsidiary”), a joint venture that owns and leases New Zealand timberland. Accordingly, we consolidated the New Zealand subsidiary’s balance sheet and results of operations. Income attributable to the New Zealand subsidiary’s 23 % noncontrolling interests is reflected as an adjustment to income in our Consolidated Statements of Income and Comprehensive Income (Loss) under the captio n “Net income a ttributable to noncontrolling interests in consolidated affiliates.” Due to the sale of the New Zealand subsidiary, we deconsolidated its balance sheet as of June 30, 2025, and its results of operations through the sale date have been classified as discontinued operations in our Consolidated Statements of Income and Comprehensive Income (Loss). See Note 3 — Discontinued Operations for additional information. NONCONTROLLING INTERESTS IN THE OPERATING PARTNERSHIP Noncontrolling interests in the Operating Partnership represent the third-party ownership of Redeemable Operating Partnership Units (“OP Units”). Net loss attributable to these noncontrolling interests is calculated based on the weighted average OP Units outstanding during the period as a percentage of the total weighted average units outstanding to the Operating Partnership’s net loss for the period. These OP Units are classified as temporary equity in the Consolidated Balance Sheets because they are redeemable at the option of the unitholder. If a noncontrolling unitholder redeems a unit for a registered common share of Rayonier or cash, the noncontrolling interests in the Operating Partnership will be reduced and the Company’s share in the Operating Partnership will be increased by the fair value of each security at the time of redemption. The following table sets forth the Company’s noncontrolling interests in the Operating Partnership: Three Months Ended March 31, 2026 2025 Beginning noncontrolling interests in the Operating Partnership $ 40,463 $ 51,843 Adjustment of noncontrolling interests in the Operating Partnership ( 1 ) 7,022 Conversions of OP Units to common shares ( 14 ) ( 28 ) Net loss attributable to noncontrolling interests in the Operating Partnership ( 82 ) ( 46 ) Other comprehensive income (loss) attributable to noncontrolling interests in the Operating Partnership 14 ( 53 ) Distributions to noncontrolling interests in the Operating Partnership ( 437 ) ( 568 ) Total noncontrolling interests in the Operating Partnership $ 39,943 $ 58,170 27 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) 7. (LOSS) EARNINGS PER SHARE AND PER UNIT Basic (loss) earnings per common share (“EPS”) is calculated by dividing net income (loss) attributable to Rayonier Inc. by the weighted average number of common shares outstanding. Diluted EPS is calculated by dividing net income attributable to Rayonier Inc., before net income attributable to noncontrolling interests (“NCI”) in the Operating Partnership by the weighted average number of common shares outstanding adjusted to include the potentially dilutive effect of outstanding performance shares, restricted stock units, noncontrolling interests in Operating Partnership units and contingently issuable shares and units. The following table provides details of the calculation of basic (loss) earnings per common share of the Company: Three Months Ended March 31, 2026 2025 Basic (loss) earnings per common share Numerator: Net loss from continuing operations ($ 12,514 ) ($ 5,592 ) Less: Net loss from continuing operations attributable to NCI in the Operating Partnership 82 74 Net loss from continuing operations attributable to Rayonier Inc. ($ 12,432 ) ($ 5,518 ) Net income from discontinued operations — $ 2,507 Less: Net income from discontinued operations attributable to NCI in the Operating Partnership — ( 28 ) Less: Net income from discontinued operations attributable to NCI in consolidated affiliates — ( 385 ) Net income from discontinued operations attributable to Rayonier Inc. — $ 2,094 Net loss ($ 12,514 ) ($ 3,085 ) Less: Net loss attributable to NCI in the Operating Partnership 82 46 Less: Net income attributable to NCI in consolidated affiliates — ( 385 ) Net loss attributable to Rayonier Inc. ($ 12,432 ) ($ 3,424 ) Denominator: Denominator for basic (loss) earnings per common share - weighted average shares 255,954,391 153,677,854 Basic (loss) earnings per common share attributable to Rayonier Inc.: Continuing operations ($ 0.05 ) ($ 0.04 ) Discontinued operations — $ 0.01 Basic loss per common share ($ 0.05 ) ($ 0.02 ) 28 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) The following table provides details of the calculation of diluted (loss) earnings per common share of the Company: Three Months Ended March 31, 2026 2025 Diluted (loss) earnings per common share Numerator: Net loss from continuing operations ($ 12,514 ) ($ 5,592 ) Less: Net loss from continuing operations attributable to NCI in the Operating Partnership (a) 82 74 Net loss from continuing operations attributable to Rayonier Inc. used for determining diluted loss per common share ($ 12,432 ) ($ 5,518 ) Net income from discontinued operations — $ 2,507 Less: Net income from discontinued operations attributable to NCI in the Operating Partnership (a) — ( 28 ) Less: Net income from discontinued operations attributable to NCI in consolidated affiliates — ( 385 ) Net income from discontinued operations attributable to Rayonier Inc. used for determining diluted earnings per common share — $ 2,094 Net loss ($ 12,514 ) ($ 3,085 ) Less: Net loss attributable to NCI in the Operating Partnership (a) 82 46 Less: Net income attributable to NCI in consolidated affiliates — ( 385 ) Net loss attributable to Rayonier Inc. used for determining diluted loss per common share ($ 12,432 ) ($ 3,424 ) Denominator: Denominator for diluted (loss) earnings per common share - weighted average shares (b) 255,954,391 153,677,854 Diluted (loss) earnings per common share attributable to Rayonier Inc.: Continuing operations ($ 0.05 ) ($ 0.04 ) Discontinued operations — $ 0.01 Diluted loss per common share ($ 0.05 ) ($ 0.02 ) Three Months Ended March 31, 2026 2025 Anti-dilutive shares excluded from the computations of diluted (loss) earnings per common share: Performance shares, restricted stock units, noncontrolling interests in Operating Partnership units, and contingently issuable shares and units from special dividend (b) 2,638,830 5,019,873 (a) For the quarters ended March 31, 2026 and 2025, net loss attributable to NCI in the Operating Partnership was included in the numerator for diluted (loss) earnings attributable to Rayonier Inc. due to a loss from continuing operations. (b) For the quarters ended March 31, 2026 and 2025, the effect of anti-dilutive securities related to performance shares, restricted stock units and contingently issuable shares and units from the special dividend were not included in the denominator of calculating diluted (loss) earnings per share due to a loss from continuing operations. Also, as a result of the net loss from continuing operations attributable to Rayonier Inc. during the three months ended March 31, 2026 and 2025, the incremental shares related to noncontrolling interests in Operating Partnership units were excluded from the denominator of diluted (loss) earnings per share. 29 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) Basic (loss) earnings per unit (“EPU”) is calculated by dividing net income (loss) available to unitholders of Rayonier, L.P. by the weighted average number of units outstanding. Diluted EPU is calculated by dividing net income available to unitholders of Rayonier, L.P. by the weighted average number of units outstanding adjusted to include the potentially dilutive effect of outstanding unit equivalents, including performance shares, restricted stock units and contingently issuable shares and units. The following table provides details of the calculation of basic (loss) earnings per unit of the Operating Partnership: Three Months Ended March 31, 2026 2025 Basic (loss) earnings per unit Numerator: Net loss from continuing operations available to unitholders ($ 12,514 ) ($ 5,592 ) Net income from discontinued operations — $ 2,507 Less: Net income from discontinued operations attributable to NCI in consolidated affiliates — ( 385 ) Net income from discontinued operations available to unitholders — $ 2,122 Net loss ($ 12,514 ) ($ 3,085 ) Less: Net income attributable to NCI in consolidated affiliates — ( 385 ) Net loss available to unitholders ($ 12,514 ) ($ 3,470 ) Denominator: Denominator for basic (loss) earnings per unit - weighted average units 257,636,937 155,731,594 Basic (loss) earnings per unit attributable to Rayonier, L.P.: Continuing operations ($ 0.05 ) ($ 0.04 ) Discontinued operations — $ 0.01 Basic loss per unit ($ 0.05 ) ($ 0.02 ) 30 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) The following table provides details of the calculation of diluted (loss) earnings per unit of the Operating Partnership: Three Months Ended March 31, 2026 2025 Diluted (loss) earnings per unit Numerator: Net loss from continuing operations available to unitholders ($ 12,514 ) ($ 5,592 ) Net income from discontinued operations — $ 2,507 Less: Net income from discontinued operations attributable to NCI in consolidated affiliates — ( 385 ) Net income from discontinued operations available to unitholders — $ 2,122 Net loss ($ 12,514 ) ($ 3,085 ) Less: Net income attributable to NCI in consolidated affiliates — ( 385 ) Net loss available to unitholders ($ 12,514 ) ($ 3,470 ) Denominator: Denominator for diluted (loss) earnings per unit - weighted average units (a) 257,636,937 155,731,594 Diluted (loss) earnings per unit attributable to Rayonier, L.P.: Continuing operations ($ 0.05 ) ($ 0.04 ) Discontinued operations — $ 0.01 Diluted loss per unit ($ 0.05 ) ($ 0.02 ) Three Months Ended March 31, 2026 2025 Anti-dilutive unit equivalents excluded from the computations of diluted (loss) earnings per unit: Performance shares, restricted stock units, and contingently issuable shares and units from special dividend (a) 956,284 2,966,133 (a) For the quarters ended March 31, 2026 and 2025, the effect of anti-dilutive securities related to performance shares, restricted stock units and contingently issuable shares and units from the special dividend were not included in the denominator of calculating diluted (loss) earnings per unit due to a loss from continuing operations. 31 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) 8. DEBT Our debt consisted of the following at March 31, 2026: March 31, 2026 Debt Senior Notes due 2031 at a fixed interest rate of 2.75 % $ 450,000 2015 Term Loan borrowings due 2028 at a variable interest rate of 5.25 % 200,000 2016 Incremental Term Loan due 2026 at a variable interest rate of 5.40 % 200,000 2021 Incremental Term Loan due 2029 at a variable interest rate of 5.57 % 200,000 Debt assumed in the PotlatchDeltic merger (January 30, 2026) Term Loan M due 2029 at a variable interest rate of 5.37 % 150,000 Term Loan Q due 2027 at a variable interest rate of 5.67 % 138,750 Term Loan R due 2030 at a variable interest rate of 5.67 % 138,750 Term Loan W due 2034 at a variable interest rate of 5.95 % 100,000 Term Loan X due 2035 at a variable interest rate of 5.95 % 100,000 Term Loan K due 2028 at a variable interest rate of 5.71 % 65,000 Term Loan O due 2030 at a variable interest rate of 5.95 % 46,000 Term Loan N due 2029 at a variable interest rate of 5.36 % 40,000 Term Loan P due 2031 at a variable interest rate of 5.87 % 40,000 Term Loan S due 2032 at a variable interest rate of 5.97 % 40,000 Term Loan T due 2033 at a variable interest rate of 5.97 % 40,000 Term Loan U due 2032 at a variable interest rate of 5.85 % 38,000 Term Loan V due 2033 at a variable interest rate of 5.90 % 38,000 Term Loan L due 2028 at a variable interest rate of 5.71 % 35,000 Total principal debt 2,059,500 Less: Current maturities of long-term debt, net of deferred financing costs of $ 4 ( 199,996 ) Less: Unamortized discounts ( 1,989 ) Less: Deferred financing costs ( 2,464 ) Total long-term debt, net $ 1,855,051 Principal payments due during the next five years and thereafter are as follows: Total 2026 $ 200,000 2027 138,750 2028 300,000 2029 390,000 2030 184,750 Thereafter 846,000 Total debt $ 2,059,500 2026 DEBT ACTIVITY During the three months ended March 31, 2026, we made no borrowings on our Revolving Credit Facility. At March 31, 2026, we had available capacity of $ 198.8 million under the Revolving Credit Facility, net of $ 1.2 million reserved to securing outstanding letters of credit. 32 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) Repayment of 2016 Incremental Term Loan On April 28, 2026, the $ 200.0 million 2016 Incremental Term Loan matured and was repaid in full with cash on hand. LONG-TERM DEBT ASSUMED IN THE POTLATCHDELTIC CORPORATION MERGER On January 30, 2026, in connection with the merger, we entered into the Second Amended and Restated Credit Agreement, assuming fifteen variable-rate term loans of PotlatchDeltic Corporation (Term Loans I through X, excluding Term Loan J) with $ 1,037.0 million in aggregate principal at closing. These loans bear interest at Adjusted 1-Month Term SOFR, 1-Month Term SOFR, or Daily Simple SOFR plus margins of 1.59 % to 2.30 % and mature between 2027 and 2035. Also at closing, Term Loan I (principal of $ 27.5 million, due February 1, 2026) was repaid in full with cash on hand, and PotlatchDeltic's $ 300.0 million undrawn revolving credit facility was terminated. Effective fixed rates below reflect the contractual rate, interest rate swaps, and estimated patronage payments on variable-rate debt outstanding as of March 31, 2026: Debt Periodic Interest Rate Effective Fixed Interest Rate (a) Pre-existing Debt 2015 Term Loan Daily Simple SOFR + 1.60 % 2.11 % 2016 Incremental Term Loan Daily Simple SOFR + 1.75 % 2.96 % 2021 Incremental Term Loan Daily Simple SOFR + 1.92 % 1.70 % Debt Assumed in the PotlatchDeltic Merger (January 30, 2026) Term Loan M (b) Adj. 1-Month Term SOFR + 1.60 % 0.98 % Term Loan Q 1-Month Term SOFR + 2.00 % 1.48 % Term Loan R (b) 1-Month Term SOFR + 2.00 % 1.62 % Term Loan W (b) Daily Simple SOFR + 2.30 % 3.24 % Term Loan X (b) Daily Simple SOFR + 2.30 % 2.99 % Term Loan K (b) Adj. 1-Month Term SOFR + 1.94 % 3.66 % Term Loan O (b) Adj. 1-Month Term SOFR + 2.18 % 1.96 % Term Loan N (b) Adj. 1-Month Term SOFR + 1.59 % 1.82 % Term Loan P Adj. 1-Month Term SOFR + 2.10 % 1.95 % Term Loan S (b) 1-Month Term SOFR + 2.30 % 2.23 % Term Loan T (b) 1-Month Term SOFR + 2.30 % 2.30 % Term Loan U (b) Daily Simple SOFR + 2.20 % 2.99 % Term Loan V (b) Daily Simple SOFR + 2.25 % 3.23 % Term Loan L (b) Adj. 1-Month Term SOFR + 1.94 % 3.66 % (a) Effective interest rate is after consideration of interest rate swaps and estimated patronage. (b) The applicable margin is subject to periodic adjustment based on the lender’s actual cost of funds for each funding period. 33 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) PATRONAGE REFUNDS AND INTEREST RATE SWAPS Our term credit facilities, including the term loans assumed in the PotlatchDeltic merger, are held by Farm Credit System lenders and provide for annual patronage refunds, which are profit distributions made by the lending cooperative to its member-borrowers. We account for patronage refunds as a reduction to interest expense in the period the amounts are earned and become reasonably estimable. We have also entered into interest rate swap agreements that fix the variable-rate exposure on the entirety of our outstanding term debt, including all term debt assumed in the PotlatchDeltic merger. See Note 9 — Derivative Financial Instruments and Hedging Activities for additional information. DEBT COVENANTS In connection with our Second Amended and Restated Credit Agreement, we are subject to certain restrictive covenants. The most significant financial covenants, which are calculated on a trailing 12-month basis as of March 31, 2026, are summarized below: Covenant Requirement Actual Ratio Favorable Covenant EBITDA to consolidated interest expense shall not be less than 2.5 to 1 7.4 to 1 4.9 Covenant debt to covenant net worth plus covenant debt shall not exceed 65 % 30 % 35 % In addition to the financial covenants listed above, our senior notes and credit facilities include customary covenants that limit the incurrence of debt and the disposition of assets, among others. At March 31, 2026, we were in compliance with all applicable covenants under our debt agreements. 9. DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES RISK MANAGEMENT OBJECTIVE AND STRATEGY We are exposed to market risk from changes in benchmark interest rates on our variable-rate term loans. To manage this exposure, we use variable-to-fixed interest rate swaps designated as cash flow hedges to convert floating-rate interest payments into fixed rate payments and reduce the variability of cash flows attributable to interest rate movements. We do not use derivative financial instruments for speculative or trading purposes. As of March 31, 2026, all outstanding derivatives are interest rate swaps designated as cash flow hedges. POTLATCHDELTIC MERGER — ACQUIRED HEDGING INSTRUMENTS In connection with the January 30, 2026 merger with PotlatchDeltic, we acquired 18 pay-fixed / receive-floating interest rate swaps with an aggregate notional amount of $ 1,037.0 million (the “PotlatchDeltic Merger Swaps”). One swap with a notional amount of $ 27.5 million matured on February 1, 2026, leaving 17 swaps with an aggregate notional amount of $ 1,009.5 million outstanding as of March 31, 2026. The acquired swaps were recorded at fair value on the acquisition date and concurrently re-designated as cash flow hedges of forecasted variable-rate interest payments on the assumed loans under our Second Amended and Restated Credit Agreement. The acquisition-date fair value is being amortized to interest expense over the remaining swap terms, such that hedge accounting reflects only changes in fair value subsequent to re-designation in accumulated other comprehensive income (“AOCI”). All re-designated hedging relationships were determined to be highly effective as of January 30, 2026 and as of March 31, 2026. ACCOUNTING FOR DERIVATIVES We record derivatives as assets or liabilities in the Consolidated Balance Sheets in accordance with ASC Topic 815, Derivatives and Hedging (“ASC 815”). Gains and losses on derivatives designated and qualifying as cash flow hedges are recorded in AOCI and reclassified into earnings when the hedged transaction affects earnings. For derivatives not designated as hedges, changes in fair value are recognized immediately in earnings. Upon de-designation, the AOCI balance is reclassified into earnings over the original term of the forecasted transaction if the transaction remains probable, or immediately if probability is no longer met. As of March 31, 2026, all outstanding derivative instruments qualify for hedge accounting. 34 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) INTEREST RATE SWAPS The hedged forecasted transactions are the monthly variable-rate interest payments on the Company’s combined post-merger loan portfolio, assessed on an aggregate basis for purposes of the ASC 815-20 notional adequacy (over-hedging) assessment. As of March 31, 2026, we are hedging exposure to variability in future cash flows on forecasted interest payments over a maximum period of approximately nine years . The following table contains information on the outstanding interest rate swaps as of March 31, 2026: Outstanding Interest Rate Swaps (a) Date Entered Into / Acquired Years to Maturity Notional Amount Related Debt Facility Fixed Rate of Swap Bank Margin on Debt Total Effective Interest Rate (b) Hedging Instruments April 2016 < 1 year $ 100,000 2016 Incremental Term Loan 1.50 % 1.75 % 3.25 % April 2016 < 1 year 100,000 2016 Incremental Term Loan 1.51 % 1.75 % 3.26 % February 2022 3 years 200,000 2021 Incremental Term Loan 0.67 % 1.92 % 2.59 % August 2024 2 years 100,000 2015 Term Loan 0.78 % 1.60 % 2.38 % August 2024 2 years 50,000 2015 Term Loan 0.64 % 1.60 % 2.24 % August 2024 2 years 50,000 2015 Term Loan 3.29 % 1.60 % 4.89 % Hedging Instruments Acquired in the PotlatchDeltic Merger (January 30, 2026) January 2026 1 year 138,750 Term Loan Q 0.50 % 2.00 % 2.50 % January 2026 2 years 65,000 Term Loan K 2.79 % 1.94 % 4.73 % January 2026 2 years 35,000 Term Loan L 2.79 % 1.94 % 4.73 % January 2026 3 years 150,000 Term Loan M 0.43 % 1.60 % 2.03 % January 2026 4 years 40,000 Term Loan N 1.26 % 1.59 % 2.85 % January 2026 4 years 138,750 Term Loan R 0.66 % 2.00 % 2.66 % January 2026 5 years 23,000 Term Loan O 0.87 % 2.18 % 3.05 % January 2026 5 years 23,000 Term Loan O 0.87 % 2.18 % 3.05 % January 2026 6 years 20,000 Term Loan P 0.93 % 2.10 % 3.03 % January 2026 6 years 20,000 Term Loan P 0.93 % 2.10 % 3.03 % January 2026 7 years 20,000 Term Loan S 0.98 % 2.30 % 3.28 % January 2026 7 years 20,000 Term Loan S 0.97 % 2.30 % 3.27 % January 2026 7 years 38,000 Term Loan U 1.82 % 2.20 % 4.02 % January 2026 8 years 38,000 Term Loan V 2.02 % 2.25 % 4.27 % January 2026 8 years 40,000 Term Loan T 1.05 % 2.30 % 3.35 % January 2026 9 years 100,000 Term Loan W 1.98 % 2.30 % 4.28 % January 2026 9 years 100,000 Term Loan X 1.81 % 2.30 % 4.11 % Total Notional $ 1,609,500 (a) All interest rate swaps are designated as cash flow hedges and qualify for hedge accounting. (b) Rate is before estimated patronage payments. 35 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) IMPACT ON THE CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (LOSS) The following table presents the pre-tax impact of our derivatives on the Consolidated Statements of Income and Comprehensive Income (Loss) for the three months ended March 31, 2026 and 2025: Three Months Ended March 31, Income Statement Location 2026 2025 Derivatives designated as cash flow hedges: Interest rate products Other comprehensive income (loss), relating to continuing operations $ 6,282 ($ 4,247 ) Interest expense, net ( 4,010 ) ( 4,511 ) Total interest expense, net, as reported on the Consolidated Statements of Income and Comprehensive Income (Loss) ( 14,301 ) ( 6,394 ) AMOUNT EXPECTED TO BE RECLASSIFIED FROM AOCI INTO EARNINGS IN THE NEXT 12 MONTHS During the next 12 months, the amount of the AOCI balance, net of tax, expected to be reclassified into earnings is a gain of approximately $ 12.7 million. These reclassified amounts are expected to offset variable interest rate payments to debt holders, resulting in no net impact on our earnings or cash flows. NOTIONAL AMOUNTS The following table contains the notional amounts of the derivative financial instruments recorded in the Consolidated Balance Sheets at March 31, 2026 and December 31, 2025: Notional Amount March 31, 2026 December 31, 2025 Derivatives designated as cash flow hedges: Interest rate swaps (a) $ 1,609,500 $ 600,000 (a) The period-over-period increase in notional outstanding of $ 1,009,500 is attributable to the 17 PotlatchDeltic Merger Swaps re-designated as cash flow hedges on January 30, 2026. 36 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) FAIR VALUES The following table contains the fair values of the derivative financial instruments recorded in the Consolidated Balance Sheets at March 31, 2026 and December 31, 2025. The Company classifies the fair value of its derivative instruments as current or non-current based on the contractual settlement timing of each individual derivative: Location on Balance Sheet Fair Value Assets (Liabilities) (a) March 31, 2026 December 31, 2025 Derivatives designated as cash flow hedges: Interest rate swaps Other current assets $ 356 $ 1,404 Other assets 124,515 25,438 Total derivative assets $ 124,871 $ 26,842 Other non-current liabilities — ($ 23 ) Total derivative liabilities — ($ 23 ) (a) See Note 10 — Fair Value Measurements for further information on the fair value of our derivatives including their classification within the fair value hierarchy. OFFSETTING DERIVATIVES We present derivative financial instruments at their gross fair values in the Consolidated Balance Sheets. Our derivatives are not subject to master netting arrangements that permit a right of offset, and no collateral has been received from, or pledged to, counterparties under any of the outstanding interest rate swap agreements. CREDIT RISK CONTINGENT FEATURES Our interest rate swap agreements are executed under ISDA Master Agreements that contain customary credit-risk-related provisions that permit the counterparty to terminate the swap and require settlement at the net liability position upon a default on our underlying senior indebtedness. As of March 31, 2026, no derivative instruments containing such features were in a net liability position. COUNTERPARTY CREDIT RISK Counterparties to the Company's interest rate swap agreements are investment-grade commercial banks and Farm Credit System institutions, and the Company monitors counterparty credit quality on an ongoing basis. The Company does not consider its exposures to any individual counterparty to represent a significant concentration of credit risk. 37 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) 10. FAIR VALUE MEASUREMENTS FAIR VALUE OF FINANCIAL INSTRUMENTS A three-level hierarchy that prioritizes the inputs used to measure fair value was established in the Accounting Standards Codification as follows: Level 1 — Quoted prices in active markets for identical assets or liabilities. Level 2 — Observable inputs other than quoted prices included in Level 1. Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The following table presents the carrying amount and estimated fair values of our financial instruments as of March 31, 2026 and December 31, 2025, using market information valuation methodologies we believe are appropriate under GAAP: March 31, 2026 December 31, 2025 Asset (Liability) (a) Carrying Amount Fair Value Carrying Amount Fair Value Level 1 Level 2 Level 1 Level 2 Cash and cash equivalents $ 681,660 $ 681,660 — $ 842,944 $ 842,944 — Restricted cash, non-current (b) 495 495 — 495 495 — Current maturities of long-term debt (c) ( 199,996 ) — ( 200,000 ) ( 199,982 ) — ( 200,000 ) Long-term debt (c) ( 1,855,051 ) — ( 1,814,320 ) ( 845,335 ) — ( 806,080 ) Interest rate swaps (d) 124,871 — 124,871 26,819 — 26,819 Noncontrolling interests in the Operating Partnership (e) 39,943 — 34,688 40,463 — 36,435 (a) We did not have Level 3 assets or liabilities at March 31, 2026 or December 31, 2025. (b) Restricted cash includes cash held in escrow. See Note 24 — Restricted Cash for additional information. (c) The carrying amount of long-term debt is presented net of deferred financing costs and unamortized discounts on non-revolving debt. See Note 8 — Debt for additional information. (d) See Note 9 — Derivative Financial Instruments and Hedging Activities for information regarding the Consolidated Balance Sheets classification of our derivative financial instruments. (e) Noncontrolling interests in the Operating Partnership, representing ownership of Rayonier, L.P. units by parties other than the Company, are classified as temporary equity and are neither assets nor liabilities on the Company’s Consolidated Balance Sheets. See Note 6 — Noncontrolling Interests for additional information. We use the following methods and assumptions in estimating the fair value of our financial instruments: Cash and cash equivalents and Restricted cash — The carrying amount is equal to fair market value. Debt — The fair value of fixed-rate debt is determined using quoted market prices for debt with comparable terms and maturities. For variable-rate debt, the carrying value approximates fair value as the interest rate adjusts with market changes. Interest rate swap agreements — The fair value of interest rate contracts is determined by discounting the expected future cash flows for each instrument at prevailing interest rates. Noncontrolling interests in the Operating Partnership — The fair value of noncontrolling interests in the Operating Partnership is determined by using the period-end closing price of Rayonier Inc. common shares. 38 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) 11. COMMITMENTS At March 31, 2026, future minimum payments under non-cancellable commitments were as follows. Amounts include the obligations assumed in connection with the PotlatchDeltic merger. Lease and long-term debt obligations are excluded below and presented in Note 17 — Leases and Note 8 — Debt , respectively. Environmental Remediation (a) Real Estate Projects (b) Cutting Contracts (c) Commitments (d) Total 2026 $ 5,338 $ 34,546 $ 6,800 $ 15,402 $ 62,086 2027 897 36,311 8,397 7,919 53,524 2028 487 14,578 3,483 3,462 22,010 2029 379 2,096 1,643 2,335 6,453 2030 340 4,446 604 1,264 6,654 Thereafter 2,118 4,112 728 5,956 12,914 $ 9,559 $ 96,089 $ 21,655 $ 36,338 $ 163,641 (a) Primarily represents our estimate of potential liability associated with environmental contamination and Natural Resource Damages (NRD) in Port Gamble, Washington. See Note 13 — Environmental and Natural Resource Damage Liabilities for additional information. (b) Primarily consists of payments expected to be made on our real estate development projects. (c) Consists of payments expected to be made under timber cutting contracts to supply logs to the Company’s Wood Product’s manufacturing facilities. (d) Includes other purchase obligations. 12. CONTINGENCIES We have been named as a defendant in various lawsuits and claims arising in the normal course of business. While we maintain reasonable and customary insurance covering risks normally occurring in connection with our businesses, we have in certain cases retained some risk through the operation of large deductible insurance plans, primarily in the areas of executive risk, property, automobile and general liability. Except as discussed in Note 13 — Environmental and Natural Resource Damage Liabilities , these pending lawsuits and claims, either individually or in the aggregate, are not expected to have a material adverse effect on our financial position, results of operations, liquidity, or cash flows. 39 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) 13. ENVIRONMENTAL AND NATURAL RESOURCE DAMAGE LIABILITIES We are subject to federal and state environmental laws that impose liability on current and former property owners for cleanup, restoration, and natural resource damages (“NRD”) generally on a strict-liability basis. For a description of the legal framework governing these obligations, see Note 13 — Environmental and Natural Resource Damage Liabilities in our 2025 Form 10-K. Changes in environmental and NRD liabilities from December 31, 2025 to March 31, 2026 are shown below: Port Gamble, WA Other Sites Total Non-current portion at December 31, 2025 $ 6,089 — $ 6,089 Plus: Current portion 3,181 — 3,181 Total Balance at December 31, 2025 9,270 — 9,270 Liabilities assumed in the merger with PotlatchDeltic — 679 679 Expenditures charged to liabilities ( 176 ) ( 33 ) ( 209 ) Decrease to liabilities (a) ( 181 ) — ( 181 ) Total Balance at March 31, 2026 8,913 646 9,559 Less: Current portion ( 5,439 ) ( 218 ) ( 5,657 ) Non-current portion at March 31, 2026 $ 3,474 $ 428 $ 3,902 (a) The decrease in liabilities resulted from revised environmental and NRD cost estimates recognized during the three months ended March 31, 2026. Port Gamble, Washington Upland mill site cleanup is complete, and NRD restoration is expected to conclude within the next year. The remaining liability primarily reflects estimated costs of completing the NRD restoration and long-term monitoring of the bay, mill site, and landfills, which is expected to continue for an additional 15 to 20 years. It is reasonably possible the recorded liability may increase as restoration progresses due to changes in scope, field conditions, or regulatory requirements. Monitoring obligations may also extend in duration or scope over the multi-decade monitoring period. We do not expect any loss in excess of amounts accrued to be material to our consolidated financial position or liquidity. See Note 11 — Commitments . 40 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) 14. GUARANTEES We provide financial guarantees as required by creditors, insurance programs, and various governmental agencies. As of March 31, 2026, the following financial guarantees were outstanding: Financial Commitments (a) Maximum Potential Payment Standby letters of credit (b) $ 1,356 Surety bonds (c) 62,675 Total financial commitments $ 64,031 (a) We have not recorded any liabilities for these financial commitments in our Consolidated Balance Sheets. The guarantees are not subject to measurement as the guarantees are dependent on our own performance. (b) The letters of credit primarily support various insurance-related agreements. These letters of credit will expire at various dates in 2026 and 2027 and will be renewed as required. (c) Surety bonds primarily secure performance obligations for various operational activities, including obligations assumed in connection with the PotlatchDeltic merger, and provide collateral for our Wildlight (Nassau County, Florida) and Heartwood (Richmond Hill, Georgia) development projects, as well as environmental remediation activities at Port Gamble (Kitsap County, Washington). These bonds provide financial assurance to regulatory agencies and municipalities that we will complete specified infrastructure and restoration work. Our surety bonds expire at various dates through 2028 and are expected to be renewed as required to meet ongoing obligations. 41 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) 15. HIGHER AND BETTER USE TIMBERLANDS AND REAL ESTATE DEVELOPMENT INVESTMENTS We routinely assess potential alternative uses of our timberlands, as some properties may become more valuable for development, residential, recreation or other purposes. We periodically transfer, via a sale or contribution from the real estate investment trust (“REIT”) entities to taxable REIT subsidiaries (“TRS”), higher and better use (“HBU”) timberlands to enable land-use entitlement, development or marketing activities. We also acquire HBU properties in connection with timberland acquisitions. These properties are managed as timberlands until sold or developed. While the majority of HBU sales involve rural and recreational land, we also selectively pursue various land-use entitlements on certain properties for residential, commercial and industrial development in order to enhance the long-term value of such properties. For selected development properties, we also invest in targeted infrastructure improvements, such as roadways and utilities, to accelerate the marketability and improve the value of such properties. In the merger with PotlatchDeltic, we assumed HBU properties with an estimated fair value of $ 59.6 million, including assets in Chenal Valley (Little Rock, Arkansas) and other development properties. Changes in higher and better use timberlands and real estate development investments from December 31, 2025 to March 31, 2026 are shown below: Higher and Better Use Timberlands and Real Estate Development Investments Land and Timber Development Investments Total Non-current portion at December 31, 2025 $ 84,123 $ 41,967 $ 126,090 Plus: Current portion (a) 1,850 4,984 6,834 Total Balance at December 31, 2025 85,973 46,951 132,924 Non-cash cost of land and improved development ( 2,801 ) ( 1,364 ) ( 4,165 ) Amortization of parcel real estate development investments — ( 1,247 ) ( 1,247 ) Timber depletion from harvesting activities and basis of timber sold in real estate sales ( 1,142 ) — ( 1,142 ) Capitalized real estate development investments (b) — 9,703 9,703 HBU properties assumed in the merger with PotlatchDeltic (c) 59,563 — 59,563 Capital expenditures (silviculture) 3 — 3 Intersegment transfers 844 — 844 Total Balance at March 31, 2026 142,440 54,043 196,483 Less: Current portion (a) ( 3,017 ) ( 5,851 ) ( 8,868 ) Non-current portion at March 31, 2026 $ 139,423 $ 48,192 $ 187,615 (a) The current portion of Higher and Better Use Timberlands and Real Estate Development Investments is recorded in Inventory. See Note 16 — Inventory for additional information. (b) Capitalized real estate development investments include $ 0.4 million of capitalized interest and $ 5.2 million of parcel real estate development investments. Parcel real estate development investments represent investments made for specific lots and/or commercial parcels that are under contract or expected to be ready for market within one year. (c) Based on preliminary estimates of fair value as of January 30, 2026. See Note 2 — Merger with PotlatchDeltic Corporation for additional information. 42 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) 16. INVENTORY The following table details the components of inventory as of March 31, 2026 and December 31, 2025: March 31, 2026 December 31, 2025 Lumber, plywood and veneer $ 44,130 — Materials and supplies 34,663 — Log inventory 25,575 — Real estate inventory (a) 8,868 6,834 Total inventory $ 113,236 $ 6,834 (a) Represents the cost of HBU real estate expected to be sold, including capitalized development investments. See Note 15 — Higher And Better Use Timberlands and Real Estate Development Investments for additional information. 17. LEASES TIMBERLAND LEASES Our timberland leases typically have initial terms of approximately 30 to 65 years, with renewal provisions in some cases. NON-TIMBERLAND LEASES In addition to timberland holdings, we lease certain equipment and office space. Significant leased properties include regional offices in Spokane, Washington; Atlanta, Georgia; and Lufkin, Texas. BALANCE SHEET CLASSIFICATION The following table presents supplemental balance sheet information related to lease assets and liabilities as of March 31, 2026 and December 31, 2025: Location on Balance Sheet March 31, 2026 December 31, 2025 Assets Operating lease assets Operating lease right-of-use assets $ 23,515 $ 16,286 Finance lease assets (a) Machinery and equipment 12,647 — Total lease assets $ 36,162 $ 16,286 Liabilities Current: Operating lease liabilities Other current liabilities $ 5,571 $ 2,617 Finance lease liabilities Other current liabilities 5,078 — Long-term: Operating lease liabilities Other non-current liabilities 17,997 13,669 Finance lease liabilities Other non-current liabilities 7,573 — Total lease liabilities $ 36,219 $ 16,286 (a) Finance lease assets are presented net of accumulated amortization of $ 0.8 million as of March 31, 2026. 43 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) LEASE MATURITIES, LEASE COST AND OTHER LEASE INFORMATION The following table details our undiscounted lease obligations as of March 31, 2026 by type of lease and year of expiration: Operating Leases Finance Leases 2026 $ 4,952 $ 4,194 2027 5,017 4,485 2028 3,942 2,834 2029 2,707 1,643 2030 2,341 452 Thereafter 10,184 10 Total undiscounted cash flows $ 29,143 $ 13,618 Imputed interest ( 5,575 ) ( 967 ) Total lease liabilities at March 31, 2026 $ 23,568 $ 12,651 The following table details components of our lease cost for the three months ended March 31, 2026 and 2025: Three Months Ended March 31, Lease Cost Components 2026 2025 Operating lease cost $ 756 $ 697 Finance lease cost: Amortization of leased assets 841 — Interest expense 109 — Variable lease cost (a) 11 142 Total lease cost (b) $ 1,717 $ 839 (a) The majority of timberland leases are subject to increases or decreases based on either the Consumer Price Index, Producer Price Index, or market rates. (b) Short-term leases with an initial term of 12 months or less are not recorded on the balance sheet. Related costs are recognized on a straight-line basis over the lease term. Short-term lease expense was not material for the three months ended March 31, 2026 and 2025. 44 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) The following table provides supplemental cash flow information related to leases for the three months ended March 31, 2026 and 2025: Three Months Ended March 31, Supplemental Cash Flow Information Related to Leases 2026 2025 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 725 $ 607 Operating cash flows from finance leases 109 — Investing cash flows from operating leases 61 126 Financing cash flows from finance leases 831 — Total cash paid for amounts included in the measurement of lease liabilities $ 1,726 $ 733 Lease liabilities arising from right-of-use assets assumed in the PotlatchDeltic merger: Operating leases 7,733 — Finance leases 13,446 — Total lease liabilities arising from right-of-use assets assumed in the PotlatchDeltic merger $ 21,179 — Right-of-use assets obtained in exchange for new lease liabilities Finance leases $ 36 — Weighted-average remaining lease term (years): Operating leases 8 11 Finance leases 3 — Weighted-average discount rate: Operating leases 5 % 6 % Finance leases 5 % — We apply the following practical expedients as allowed under ASC 842: Practical Expedient Description Short-term leases We do not record right-of-use assets or liabilities for short-term leases (a lease that at commencement date has a lease term of 12 months or less and does not contain a purchase option that is reasonably certain to be exercised). Separation of lease and non-lease components We elect not to separate non-lease components from associated lease components when (i) the components have the same timing and pattern of transfer and (ii) the combined component would be classified as an operating lease. 45 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) 18. PENSION AND OTHER POSTRETIREMENT EMPLOYEE BENEFITS The net pension and postretirement benefit costs are presented below: Pension Postretirement Three Months Ended March 31, Three Months Ended March 31, Components of Net Periodic Benefit Cost Income Statement Location 2026 2025 2026 2025 Service Cost Selling and general expenses $ 582 — $ 3 $ 1 Service Cost Cost of sales 225 — 1 — Interest Cost Other miscellaneous income (expense), net 2,095 — 140 19 Expected return on plan assets Other miscellaneous income (expense), net ( 1,909 ) — — — Amortization of losses Other miscellaneous income (expense), net — — ( 1 ) ( 2 ) Net periodic benefit cost Other miscellaneous income (expense), net $ 993 — $ 143 $ 18 PLANS ASSUMED IN MERGER WITH POTLATCHDELTIC Upon our merger with PotlatchDeltic Corporation, we assumed one qualified defined benefit pension plan, two nonqualified pension plans, and two other postretirement benefit plans. The expected return on plan assets for the qualified plan assumed is 6.5 %. The discount rate used to measure the projected benefit obligation as of January 30, 2026, was 5.65 % for the qualified and nonqualified pension plans and 5.50 % for the other postretirement benefit plans. FAIR VALUE OF PENSION PLAN ASSETS AND OBLIGATIONS Consistent with accounting for the merger as the acquirer in a business combination (see Note 2 — Merger with PotlatchDeltic Corporation ), pension assets and benefit obligations for plans assumed from PotlatchDeltic were remeasured to reflect their fair value as of the merger date. This included updating asset values and reviewing discount rates to reflect market conditions as of the date of the merger. The following represents the fair values of these items as of January 30, 2026: • $ 181.0 million qualified pension plan assets • $ 197.0 million qualified pension plan projected benefit obligation • $ 33.9 million nonqualified pension plan projected benefit obligation • $ 14.0 million other postretirement accumulated benefit obligation Rayonier expects to make required contributions of approximately $ 7.3 million to the qualified pension plan in 2026. The non-qualified plans are unfunded; expected benefit payments to be made directly by Rayonier in 2026 are approximately $ 2.7 million. Expected other postretirement benefit payments in 2026 are approximately $ 1.8 million. 46 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) 19. INCENTIVE STOCK PLANS A summary of our stock-based incentive compensation cost is presented below: Three Months Ended March 31, 2026 2025 Other operating expense, net (a) $ 11,509 $ 205 Selling and general expenses 2,690 1,745 Cost of sales 1,124 267 Timber and Timberlands, net (b) 90 64 Total stock-based incentive compensation $ 15,413 $ 2,281 Tax benefit recognized related to stock-based incentive compensation expense $ 658 $ 119 (a) Represents accelerated stock-based incentive compensation cost due to our merger with PotlatchDeltic for the three months ended March 31, 2026. (b) Represents amounts capitalized as part of the overhead allocation of timber-related costs. REPLACEMENT AWARDS FROM THE MERGER WITH POTLATCHDELTIC In connection with the merger with PotlatchDeltic, Rayonier issued replacement awards in exchange for outstanding PotlatchDeltic equity awards based on the exchange ratio specified in the merger agreement. The replacement awards consisted of: • 1,509,498 unvested restricted stock units issued to employees and directors; • 234,882 vested deferred restricted stock units issued to employees and directors; and • 280,588 vested deferred compensation stock equivalent units issued to directors. PotlatchDeltic performance share awards were converted into time‑based replacement restricted stock units at the greater of (i) target performance or (ii) actual performance as of January 30, 2026. The original PotlatchDeltic performance awards were canceled upon exchange, and no performance conditions carried over to the replacement awards. In accordance with ASC 805, the portion of replacement award fair value attributable to pre-merger services was included in consideration transferred, with the remainder recognized as post‑merger compensation expense over the applicable remaining service periods. The total fair value of the replacement awards was approximately $ 46.1 million, allocated as follows: • $ 25.0 million attributable to pre-merger services (included in consideration transferred); and • $ 21.1 million attributable to post-merger services (recognized prospectively as compensation expense over the remaining service period). See Note 2 — Merger with PotlatchDeltic Corporation for additional information. REPLACEMENT RESTRICTED STOCK UNITS The replacement restricted stock units consist of (i) 1,509,498 unvested awards subject to remaining service-based vesting and (ii) 234,882 vested awards that have been deferred and will settle upon a participant’s separation from service or other defined settlement event. The following acceleration events occurred in connection with the merger, with the related expense recorded within integration and merger-related costs (see Note 21 — Integration and Merger-Related Costs ): • Director awards: 52,024 replacement restricted stock units held by non-employee directors vested in full at closing on January 30, 2026 pursuant to the change-in-control provisions of the underlying award 47 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) agreements, resulting in $ 0.3 million of expense. No unrecognized compensation cost remains related to the director awards. • Employee awards: 555,597 replacement restricted stock units held by employees vested in full during the quarter — either upon qualifying terminations of employment or pursuant to change-in-control provisions in PotlatchDeltic equity plans — resulting in $ 8.2 million of expense. In addition, the Company recognized $ 1.3 million of expense for replacement restricted stock units held by employees whose qualifying terminations are contractually scheduled in subsequent periods, where both the termination date and the amount are fixed and no further service required. As of March 31, 2026, total unrecognized compensation cost related to the unvested replacement restricted stock units was approximately $ 10.4 million, expected to be recognized over a weighted-average remaining service period of approximately 16 months, subject to acceleration upon qualifying terminations. A summary of the replacement restricted stock units granted during the three months ended March 31, 2026 as a result of the merger is as follows: ​ Replacement restricted stock units granted 1,744,380 Weighted average price of replacement restricted stock units granted $ 22.74 Replacement restricted stock units vested as a result of acceleration 607,621 Grant date fair value of replacement restricted stock units vested $ 22.74 Intrinsic value of replacement restricted stock units outstanding (a) $ 22,374 (a) Intrinsic value is based on the closing market price of the Company’s common shares at March 31, 2026. REPLACEMENT DEFERRED COMPENSATION STOCK EQUIVALENT UNITS The replacement deferred compensation stock equivalent units represent vested awards originally issued under PotlatchDeltic’s deferred compensation plans, under which participants elected to defer cash or equity compensation into notional share-based accounts. The units settle in shares (or cash equivalent) upon a participant’s separation from service or other defined settlement event. Because these awards were fully vested at the merger date, their entire fair value was attributed to pre-merger services and included in consideration transferred. Accordingly, no unrecognized compensation cost remains, and no compensation expense was recognized during the three months ended March 31, 2026. A summary of the replacement deferred compensation stock equivalent awards granted during the three months ended March 31, 2026 as a result of the merger is as follows: ​ Replacement deferred compensation stock equivalent units granted 280,588 Weighted average price of deferred compensation stock equivalent units granted $ 22.74 Intrinsic value of replacement deferred compensation stock equivalent units outstanding (a) $ 1,855 (a) Intrinsic value of stock unit equivalents outstanding is based on the market price of the Company’s stock at March 31, 2026. MODIFICATION AND ACCELERATION OF LEGACY RAYONIER AWARDS PERFORMANCE SHARE UNITS In connection with the merger, all Rayonier performance share units outstanding as of the merger were deemed achieved at the greater of (i) target performance or (ii) actual performance as of January 30, 2026, and converted into 487,361 time-based restricted stock unit awards. The modification was accounted for in accordance with ASC 718. Because the fair value of the awards immediately before and after the modification was substantially the same, no incremental compensation cost resulted. 48 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) RESTRICTED STOCK UNITS During the three months ended March 31, 2026, the vesting of 131,789 Legacy Rayonier restricted stock units was accelerated for employees whose employment terminated or was expected to terminate in connection with the merger, resulting in $ 1.7 million of expense recognized within integration and merger-related costs. 20. OTHER OPERATING EXPENSE, NET The following table provides the composition of other operating expense, net for the three months ended March 31, 2026 and March 31, 2025: Three Months Ended March 31, 2026 2025 Costs related to the merger with PotlatchDeltic (a) ($ 70,402 ) — Restructuring charges (b) — ( 1,110 ) Miscellaneous expense, net ( 28 ) ( 109 ) Total ($ 70,430 ) ($ 1,219 ) (a) Costs related to the merger with PotlatchDeltic include professional services fees, employee-related costs, accelerated stock-based compensation, and other integration-related costs incurred in connection with the merger, which closed on January 30, 2026. See Note 2 — Merger with Potlatch Deltic Corporation and Note 21 — Integration and Merger-Related Costs for additional information. (b) Restructuring charges include severance costs related to workforce optimization initiatives. 49 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) 21. INTEGRATION AND MERGER-RELATED COSTS On January 30, 2026, we completed our merger with PotlatchDeltic Corporation and concurrently began formulating and implementing integration plans. During the three months ended March 31, 2026, we incurred integration and merger-related costs consisting of (i) employee-related costs, including those for employees whose employment terminated or is expected to terminate, (ii) accelerated stock-based compensation (see Note 19 ), and (iii) non-recurring professional service fees directly attributable to the merger. We expect the majority of these costs to be incurred within the next twelve months. These costs are recorded within Other operating expense, net, and are not allocated to our reportable segments (see Note 20 ). The following table summarizes integration and merger-related costs incurred during the three months ended March 31, 2026: Three Months Ended March 31, 2026 Employee-related costs $ 26,020 Accelerated stock-based compensation ( Note 19 ) 11,509 Professional services 32,184 Other integration costs 689 Total integration and merger-related costs $ 70,402 Changes in accrued employee-related costs associated with the merger during the three months ended March 31, 2026 are summarized in the table below. Charges represent termination benefits recognized upon communication of termination, along with other compensation costs recognized ratably over the required service period. Accelerated stock-based compensation of $ 11.5 million is excluded as it is a non-cash charge with no corresponding accrued liability (see Note 1 9 ). Professional services and other integration costs are also excluded, as these are acquisition-related costs expensed as incurred under ASC 805 and do not represent exit or disposal cost obligations; the amounts accrued but unpaid at March 31, 2026 are not material. Employee-Related Costs Balance, December 31, 2025 — Charges 26,020 Cash payments ( 14,613 ) Balance, March 31, 2026 $ 11,407 The current portion of accrued employee-related costs are recorded within “Accrued payroll and benefits” on our Consolidated Balance Sheets. The majority of accrued employee-related costs as of March 31, 2026 are expected to be paid within one year. Total expected charges have not yet been determined. Estimates will be provided in future periods as integration plans are finalized. 50 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) 22. INCOME TAXES Rayonier is a REIT under the Internal Revenue Code and generally is not subject to U.S. federal or state income tax on income distributed to shareholders. As of March 31, 2026, Rayonier owns a 99.4 % interest in the Operating Partnership and conducts substantially all of its timberland operations through the Operating Partnership. The taxable income or loss generated by the Operating Partnership is passed through and reported to its unitholders (including the Company) on a Schedule K-1 for inclusion in each unitholder’s income tax return. Certain operations, including wood products manufacturing, log trading and certain real estate activities, such as the entitlement, development and sale of HBU properties, are conducted through our TRS(s). The TRS subsidiaries are subject to United States federal and state corporate income tax. Therefore, income tax expense or benefit is primarily due to pre-tax book income or loss of the TRS, as well as permanent book versus tax differences and discrete items. PROVISION FOR INCOME TAXES The Company’s interim income tax provision is computed in accordance with ASC 740‑270, Income Taxes—Interim Reporting . Following the merger, management determined that estimating an annual effective tax rate for 2026 was not a reasonable basis for allocating income tax expense due to the increased complexity in forecasting annual taxable income of the newly merged companies. Accordingly, in 2026, the Company is recording income tax expense based on year‑to‑date pre-tax income and applicable statutory tax rates, with discrete items recognized in the period incurred. As a result, the Company is not disclosing an estimated annual effective tax rate for 2026 interim periods. This change in methodology is applied prospectively and does not have a material impact on the Company's consolidated financial statements for the periods presented. The Company's effective tax rate is generally lower than the 21% U.S. statutory rate primarily due to its qualification as a REIT, whereby the majority of consolidated income is generated at the REIT level and not subject to U.S. federal or state income taxes. Income attributable to the Company's taxable REIT subsidiaries (TRS) is subject to corporate income tax at applicable statutory rates. RELEASE OF VALUATION ALLOWANCE FOLLOWING MERGER The Company assesses the realizability of its deferred tax assets and establishes a valuation allowance when it is more likely than not that some or all of such deferred tax assets will not be realized. In connection with the PotlatchDeltic merger, the Company reassessed the realizability of its deferred tax assets. As a result of the transaction, the Company recorded net deferred tax liabilities, primarily related to taxable temporary differences associated with acquired tangible assets. These taxable temporary differences are expected to reverse in periods that support the realization of existing deferred tax assets. Based on this reassessment that it is more likely than not that certain deferred tax assets will be realized, the Company released a portion of its valuation allowance, resulting in an income tax benefit of $ 40.3 million during the three month period ended March 31, 2026. 51 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) 23. ACCUMULATED OTHER COMPREHENSIVE INCOME The following table presents the changes in AOCI by component for the three months ended March 31, 2026 and the year ended December 31, 2025. All amounts are presented net of tax and exclude portions attributable to noncontrolling interests. Foreign currency translation adjustments Net investment hedges of New Zealand subsidiary Cash flow hedges Employee benefit plans Total Rayonier, L.P. Allocation of Operating Partnership Total Rayonier Inc. Balance as of December 31, 2024 ($ 51,149 ) $ 1,321 $ 41,733 $ 230 ($ 7,865 ) ($ 2,564 ) ($ 10,429 ) Other comprehensive income before reclassifications 19,766 — 2,256 (a) 7 22,029 ( 104 ) 21,925 Amounts reclassified from AOCI — — ( 16,868 ) ( 6 ) (b) ( 16,874 ) 796 ( 16,078 ) Amounts reclassified from AOCI due to deconsolidation of discontinued operations 31,383 (c) ( 1,321 ) (c) ( 994 ) (c) — 29,068 — 29,068 Net other comprehensive income (loss) 51,149 ( 1,321 ) ( 15,606 ) 1 34,223 692 34,915 Balance as of December 31, 2025 — — $ 26,127 $ 231 $ 26,358 ($ 1,872 ) $ 24,486 Other comprehensive income before reclassifications — — 6,266 (a) — 6,266 ( 40 ) 6,226 Amounts reclassified from AOCI — — ( 4,010 ) ( 1 ) (b) ( 4,011 ) 26 ( 3,985 ) Net other comprehensive income (loss) — — 2,256 ( 1 ) 2,255 ( 14 ) 2,241 Balance as of March 31, 2026 — — $ 28,383 $ 230 $ 28,613 ($ 1,886 ) $ 26,727 (a) The three months ended March 31, 2026 includes $ 6.3 million o f other comprehensive income related to interest rate products. The year ended December 31, 2025 included $ 3.8 million of other comprehensive loss re lated to interest rate products. See Note 9 — Derivative Financial Instruments and Hedging Activities for additional information. (b) This component of other comprehensive income (loss) is included in the computation of net periodic pension and post-retirement costs. See Note 18 — Pension and Other Postretirement Employee Benefits for additional information. (c) The year ended December 31, 2025 includes $ 29.1 million reclassified from AOCI to “Gain on sale of discontinued operations” in the Consolidated Statements of Income and Comprehensive Income (Loss) upon deconsolidation of our New Zealand operations on June 30, 2025. 52 Table of Contents RAYONIER INC. AND SUBSIDIARIES RAYONIER, L.P. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (Dollar amounts in thousands unless otherwise stated) The following table presents details of the amounts reclassified in their entirety from AOCI to net income for the three months ended March 31, 2026 and March 31, 2025: Details about accumulated other comprehensive income components Amount reclassified from accumulated other comprehensive income Affected line item in the Income Statement March 31, 2026 March 31, 2025 Realized gain on interest rate contracts ($ 4,010 ) ($ 4,511 ) Interest expense, net Noncontrolling interests — ( 189 ) Comprehensive loss attributable to noncontrolling interests Realized loss on foreign currency exchange contracts — 801 Income from operations of discontinued operations, net of tax Realized loss on foreign currency option contracts — 20 Income from operations of discontinued operations, net of tax Income tax effect from net loss on foreign currency contracts — ( 177 ) Income from operations of discontinued operations, net of tax Net gain on cash flow hedges reclassified from accumulated other comprehensive income ($ 4,010 ) ($ 4,056 ) 24. RESTRICTED CASH Restricted cash includes cash balances held in escrow as collateral for certain contractual obligations related to our Heartwood development project as well as cash held in escrow for real estate sales. The following table provides a reconciliation of cash, cash equivalents and restricted cash in the Consolidated Balance Sheets that sum to the total of the same such amounts in the Consolidated Statements of Cash Flows: March 31, December 31, March 31, 2026 2025 2025 Restricted cash, non-current: Restricted cash held in escrow $ 495 $ 495 $ 677 Total restricted cash, non-current 495 495 677 Total restricted cash shown in the Consolidated Balance Sheets 495 495 677 Cash and cash equivalents 681,660 842,944 216,242 Total cash, cash equivalents and restricted cash from continuing operations shown in the Consolidated Statements of Cash Flows $ 682,155 $ 843,439 $ 216,919 25. ASSETS HELD FOR SALE Assets held for sale comprise properties not included in inventory that are expected to be sold within 12 months and meet the held-for-sale criteria of ASC 360-10-45-9. The basis of these properties was $ 28.4 million and $ 5.4 million, as of March 31, 2026, and December 31, 2025, respectively. As the basis in these properties was less than the fair value, including costs to sell, no impairment was recognized during the three months ended March 31, 2026. 53 Table of Contents