Form 8-K

8-K — INTERNATIONAL PAPER CO /NEW/

Accession: 0000051434-26-000067

Filed: 2026-04-30

Period: 2026-04-30

CIK: 0000051434

SIC: 2621 (PAPER MILLS)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — ip-20260430.htm (Primary)

EX-99.1 (nextgenip-20260331ex991.htm)

GRAPHIC (image.jpg)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: ip-20260430.htm · Sequence: 1

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d)

of The Securities Exchange Act of 1934

Date of Report (date of earliest event reported): April 30, 2026

International Paper Company

(Exact name of registrant as specified in its charter)

Commission file number 1-3157

New York

13-0872805

(State or other jurisdiction

of incorporation)

(I.R.S. Employer

Identification No.)

6400 Poplar Avenue, Memphis, Tennessee

38197

(Address of Principal Executive Offices)

(Zip Code)

Registrant's telephone number, including area code: (901) 419-9000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered

Common Stock, $1 per share par value IP New York Stock Exchange

Common Stock, $1 per share par value IPC London Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

EXPLANATORY NOTE

The information in this Current Report on Form 8-K (the "Report"), including the exhibit, is furnished pursuant to Item 2.02 and General Instruction B.2 thereunder. Such information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.

SECTION 2. FINANCIAL INFORMATION.

Item 2.02. Results of Operations and Financial Condition.

On April 30, 2026, International Paper Company (the “Company”) issued a press release announcing its preliminary, unaudited financial results for the fiscal quarter ended March 31, 2026. The Company will host a webcast and conference call today to discuss results for the fiscal quarter ended March 31, 2026. During the call, the Company will also provide an update on the separation of our Europe, Middle East and Africa packaging business and adjust its 2026 full year target. Attached as Exhibit 99.1 and incorporated herein by reference is a copy of the press release.

SECTION 9. FINANCIAL STATEMENTS AND EXHIBITS.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits. The following exhibit is being furnished as part of this Report.

Exhibit

Number Description

99.1 Press Release of International Paper Company dated April 30, 2026

EXHIBIT INDEX

Exhibit

Number Description

99.1

Press Release of International Paper dated April 30, 2026.

101 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

104 The cover page from this Current Report on Form 8-K, formatted as Inline XBRL.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

International Paper Company

Date: April 30, 2026 By: /s/ Holly G. Goughnour

Name: Holly G. Goughnour

Title: Vice President - Chief Accounting Officer

EX-99.1

Filename: nextgenip-20260331ex991.htm · Sequence: 2

Document

Exhibit 99.1

News Release

International Paper Reports First Quarter 2026 Results

FIRST QUARTER 2026 FINANCIAL SUMMARY

•Net sales of $5.97 billion

•Earnings from continuing operations of $76 million

•Adjusted EBITDA (non-GAAP) from continuing operations of $677 million

•Received $1.1 billion of net proceeds from the sale of the Global Cellulose Fibers business and paid down $660 million of debt

•Cash provided by operating activities of $611 million

•Free cash flow (non-GAAP) of $94 million

2026 FINANCIAL TARGETS

•Adjusted EBITDA (non-GAAP) from continuing operations

◦Second quarter: $520-$570 million

◦Full-Year: $3.20-$3.50 billion

MEMPHIS, Tenn. – April 30, 2026 – International Paper (NYSE: IP; LSE: IPC) (the "Company") today announced results for the quarter ended March 31, 2026.

“This quarter, we delivered meaningful progress across the business. In North America, our commercial actions are gaining traction and helping us outgrow the market, while we advance cost-out efforts and make solid gains in mill and box plant productivity. In EMEA, we're accelerating commercial and cost initiatives while a small core team is focusing on the planned separation,” said International Paper Chairman and CEO Andy Silvernail. “We still have work to do to improve consistency and reliability, but the primary pressures this quarter came from a tougher macro environment, including ongoing inflation and the severe winter storm.”

“Looking ahead,” Silvernail added, “our priorities are clear: execute with discipline, improve reliability and performance across our network and manage capital with rigor. We're updating our outlook to reflect the volatile environment, with a strong focus on managing cost and cash flow. We remain confident in our strategy, and the planned separation will enable our North America and EMEA businesses to operate independently and deliver stronger performance.”

Select Financial Measures

The preliminary first quarter 2026 results discussed in this release will be finalized in our Quarterly Report on Form 10-Q, which we intend to file with the U.S. Securities and Exchange Commission on May 5, 2026.

(In millions) First Quarter 2026 First Quarter 2025 Fourth Quarter 2025

Net Sales

$ 5,971 $ 5,264 $ 6,006

Earnings (Loss) from Continuing Operations 76 (124) (2,363)

Adjusted EBITDA from Continuing Operations 677 689 758

Adjusted Operating Earnings (Loss)

81 73 (43)

Cash Provided By (Used For) Operating Activities

611 (288) 905

Free Cash Flow

94 (618) 255

Diluted EPS from Continuing Operations and Adjusted Operating EPS

First Quarter 2026 First Quarter 2025 Fourth Quarter 2025

Diluted Earnings (Loss) Per Share from Continuing Operations

$ 0.14 $ (0.28) $ (4.48)

Add Back – Non-Operating Pension Expense (Income)

(0.03) 0.01 (0.01)

Add Back – Net Special Items Expense (Income)

0.05 0.54 4.98

Income Taxes - Non-Operating Pension and Special Items (0.01) (0.10) (0.57)

Adjusted Operating Earnings (Loss) Per Share

$ 0.15 $ 0.17 $ (0.08)

NON-GAAP MEASURES

This release refers to the non-GAAP financial measures defined below. The Company believes that these non-GAAP financial measures, when viewed alongside the most directly comparable GAAP measures, provides for a more complete analysis of the Company's results from continuing operations. Reconciliations to the most directly comparable GAAP measures and an explanation of why management believes these non-GAAP financial measures provide useful information to investors are included later in this release.

Adjusted EBITDA from continuing operations is a non-GAAP financial measure defined as earnings (loss) from continuing operations (a GAAP measure) before income taxes, equity earnings (loss), interest expense, net, net special items, non-operating pension expense (income) and depreciation and amortization. The most directly comparable GAAP measure is earnings (loss) from continuing operations.

Adjusted operating earnings (loss) and adjusted operating earnings (loss) per share are non-GAAP financial measures defined as earnings (loss) from continuing operations (a GAAP measure) excluding net special items and non-operating pension expense (income). Earnings (loss) from continuing operations and diluted earnings (loss) per share from continuing operations are the most directly comparable GAAP measures. The Company calculates adjusted operating earnings (loss) (non-GAAP) by excluding the after-tax effect of non-operating pension expense (income) and net special items from the earnings (loss) from continuing operations reported under U.S. GAAP. Adjusted operating earnings (loss) per share is calculated by dividing adjusted operating earnings (loss) by the diluted average shares of common stock outstanding.

Free cash flow is a non-GAAP financial measure defined as cash provided by (used for) operations (a GAAP measure) less capital expenditures. The most directly comparable GAAP measure is cash provided by (used for) operations.

For discussion of net special items and non-operating pension expense (income), see the disclosure under Effects of Net Special Items and Consolidated Statement of Operations and related notes included later in this release.

SEGMENT INFORMATION

The following table presents net sales and business segment operating profit (loss), which is the Company's measure of segment profitability. Business segment operating profit (loss) is a measure reported to our management for purposes of making decisions about allocating resources to our business segments and assessing the performance of our business segments and is presented in our financial statement footnotes in accordance with ASC 280 - "Segment Reporting". First quarter 2026 net sales by business segment and operating profit (loss) by business segment compared with the fourth quarter of 2025 and the first quarter of 2025 are as follows:

Business Segment Results

(In millions) First Quarter 2026 First Quarter 2025 Fourth Quarter 2025

Net Sales by Business Segment

Packaging Solutions North America $ 3,626 $ 3,702 $ 3,715

Packaging Solutions EMEA 2,323 1,550 2,300

Corporate and Inter-segment Sales 22 12 (9)

Net Sales $ 5,971 $ 5,264 $ 6,006

Business Segment Operating Profit (Loss)

Packaging Solutions North America $ 248 $ 142 $ 319

Packaging Solutions EMEA (51) 46 (223)

Packaging Solutions North America (PS NA) business segment operating profit (loss) in the first quarter of 2026 was $248 million compared with $319 million in the fourth quarter of 2025. In the first quarter of 2026, net sales decreased as higher export pricing and a favorable mix were more than offset by seasonally lower volumes. Cost of products sold increased driven by higher operating costs and input costs, partially offset by lower planned maintenance outage costs. Operating costs were unfavorably affected by winter storm impacts and higher costs for goods and services which more than offset footprint cost out benefits and improved mill and box system productivity. Input costs also increased due to higher natural gas costs and utility costs driven by the winter storm. Planned maintenance outage costs were lower due to the deferral of an outage to the second quarter of 2026.

Packaging Solutions EMEA (PS EMEA) business segment operating profit (loss) in the first quarter of 2026 was $(51) million compared with $(223) million in the fourth quarter of 2025. Net sales increased in the first quarter of 2026 compared with the fourth quarter of 2025, reflecting higher sales volumes. Sales prices for paper were lower but were offset by improved packaging margins. Cost of products sold increased driven by higher sales volumes and slightly higher energy costs. Planned maintenance outage costs were lower in the first quarter of 2026 compared with the fourth quarter of 2025. Depreciation and amortization expense was lower as the fourth quarter of 2025 was impacted by the finalization of the acquisition accounting of DS Smith and higher accelerated depreciation associated with mill and plant closures.

EFFECTS OF NET SPECIAL ITEMS

Continuing Operations

Net special items include items considered by management to not be reflective of the Company's underlying operations. Net special items in the first quarter of 2026 amount to a net after-tax charge of $19 million ($0.04 per diluted share) compared with a net after-tax charge of $195 million ($0.44 per diluted share) in the first quarter of 2025 and a net after-tax charge of $2.32 billion ($4.41 per diluted share) in the fourth quarter of 2025. Net special items in all periods include the following charges (benefits):

First Quarter 2026 First Quarter 2025 Fourth Quarter 2025

(In millions) Before Tax After Tax Before Tax After Tax Before Tax After Tax

Severance and other costs $ 23 $ 17 (a) $ 83 $ 63 (a) $ 162 $ 128 (a)

PS EMEA separation costs 11 8 (b) — — — —

PS EMEA goodwill impairment — — — — 2,467 2,196 (c)

DS Smith combination costs (benefits) — — 221 183 (b) 10 8 (b)

Net (gains) losses on sales and impairments of businesses — — — — 10 8 (d)

Income tax refund interest (11) (8) (e) — — — —

Net (gains) losses on sales and impairments of assets — — (67) (51) (f) (18) (12) (f)

Other 3 2 — — (5) (4)

Total special items, net

$ 26 $ 19 $ 237 $ 195 $ 2,626 $ 2,324

(a) Severance and other costs associated with the Company's 80/20 strategic approach which includes the realignment of resources and mill strategic actions. See note (e) of the Consolidated Statement of Operations.

(b) Transaction, integration and other costs/benefits that the Company believes are not reflective of the Company's underlying operations. See notes (a), (b), and (d) of the Consolidated Statement of Operations.

(c) Non-cash goodwill impairment related to the Company's PS EMEA business segment. See note (f) of the Consolidated Statement of Operations.

(d) Includes charges related to the sale of the Company's kraft paper bag business and the sale of five European box plants in Mortagne, Saint-Amand and Cabourg (France), Ovar (Portugal) and Bilbao (Spain) to satisfy regulatory commitments in connection with the DS Smith combination. See note (g) of the Consolidated Statement of Operations.

(e) Interest income related to an income tax refund. See note (i) of the Consolidated Statement of Operations.

(f) Includes gains on assets sales related to our permanently closed Courtland, Alabama paper mill and Orange, Texas containerboard mill and net charges associated with the sale of the Company's aircraft and other assets. See note (h) of the Consolidated Statement of Operations.

EARNINGS WEBCAST

The Company will host a webcast today to discuss first quarter 2026 earnings, provide an update on the continued separation of its EMEA packaging business and review current market conditions as well as its full-year outlook, beginning at 10 a.m. ET (9 a.m. CT). All interested parties are invited to listen to the webcast via the Company’s website by clicking on the Investors tab and going to the Events & Presentations page at https://www.internationalpaper.com/investors/events-presentations. A replay of the webcast will also be on the website beginning approximately two hours after the call.

Parties who wish to participate in the webcast via teleconference may dial +1 (646) 307-1963 or, within the U.S. only, (800) 715-9871, and ask to be connected to the International Paper first quarter 2026 earnings call. The conference ID number is 4841889. Participants should call in no later than 9:45 a.m. ET (8:45 a.m. CT). An audio-only replay will be available for ninety days following the call. To access the replay, dial +1 (609) 800-9909 or, within the U.S. only, (800) 770-2030 and when prompted for the conference ID, enter 4841889.

ABOUT INTERNATIONAL PAPER (NYSE: IP; LSE: IPC)

International Paper creates sustainable packaging solutions that enable our customers, teammates and shareowners to thrive in an ever-changing world. We are a leader in corrugated packaging, partnering with customers across industries to protect what matters most, strengthen supply chains and create lasting value. Learn more at internationalpaper.com.

Cautionary Statement Regarding Forward-Looking Statements

Certain statements in this press release that are not historical in nature may be considered “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. Forward-looking statements can be identified by the use of forward-looking or conditional words such as “expects,” “anticipates,” “believes,” “estimates,” “could,” “should,” “can,” “forecast,” “outlook,” “intend,” “look,” “may,” “will,” “remain,” “confident,” “commit,” “plan,” and “preliminary” or similar expressions. These statements are not guarantees of future performance and reflect management’s current views and speak only as to the dates the statements are made and are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied in these statements. All statements, other than statements of historical fact, are forward-looking statements, including, but not limited to, statements regarding anticipated financial results, economic conditions, industry trends, future prospects, and the anticipated benefits, execution and consummation of strategic corporate transactions. Factors which could cause actual results to differ include but are not limited to: (i) our ability to consummate and achieve the benefits expected from, and other risks, costs and expenses associated with, our plans to separate our North America and Europe, Middle East and Africa (“EMEA”) operations into two independent public companies and other acquisitions, joint ventures, divestitures, spinoffs, capital investments and other corporate transactions on a timely basis or at all, including the risk that an impairment charge may be recorded for goodwill or other intangible assets, which may lead to decreased assets and reduced net earnings; (ii) our ability to successfully integrate and realize anticipated synergies, cost savings and profit opportunities from acquired companies; (iii) risks associated with our strategic business decisions including facility closures, business exits, operational changes, corporate restructurings and portfolio rationalizations intended to support the Company’s 80/20 strategic approach for long-term growth; (iv) our failure to comply with the obligations associated with being a public company listed on the New York Stock Exchange and the London Stock Exchange and the costs associated therewith; (v) risks with respect to climate change and global, regional, and local weather conditions, as well as risks related to our targets and goals with respect to climate change and the emission of greenhouse gases and other environmental, social and governance matters, including our ability to meet such targets and goals; (vi) loss contingencies and pending, threatened or future litigation, including with respect to environmental and antitrust related matters; (vii) the level of our indebtedness, risks associated with our variable rate debt and changes in interest rates; (viii) the impact of global and domestic economic conditions and industry conditions, including with respect to current challenging macroeconomic conditions, inflationary pressures and changes in the cost or availability of raw materials, energy price increases or shortages in energy sources and transportation sources, supply chain shortages and disruptions, competition we face, cyclicality and changes in consumer preferences, demand and pricing for our products, and conditions impacting the credit, capital and financial markets; (ix) risks arising from conducting business internationally, domestic and global

geopolitical conditions and tensions involving military conflict and geopolitical tensions (including major global actors such as Russia, the Middle East, the further expansion of such conflicts and tensions, and the geopolitical and economic consequences associated therewith), changes in currency exchange rates, including in light of our assets, liabilities and earnings denominated in foreign currencies as we proceed with the planned separation of our North America and EMEA packaging business, trade policies (including but not limited to protectionist measures and the imposition of new or increased tariffs as well as the potential impact of retaliatory tariffs and other penalties including retaliatory policies against the United States) and global trade tensions, downgrades in our credit ratings, and/or the credit ratings of banks issuing certain letters of credit, issued by recognized credit rating organizations; (x) the amount of our future pension funding obligations, and pension and healthcare costs; (xi) the costs of compliance, or the failure to comply with, existing, evolving or new environmental (including with respect to climate change and greenhouse gas emissions), tax, trade, labor and employment, privacy, anti-bribery and anti-corruption, and other U.S. and non-U.S. governmental laws, regulations and policies (including but not limited to those in the United Kingdom and European Union); (xii) a material disruption at any of our manufacturing facilities or other adverse impact on our operations due to severe weather, natural disasters, climate change or other causes; (xiii) cybersecurity and information technology risks, including as a result of security breaches and cybersecurity incidents; (xiv) our exposure to claims under our agreements with Sylvamo Corporation; (xv) our ability to attract and retain qualified personnel and maintain good employee or labor relations; (xvi) our ability to maintain effective internal control over financial reporting; and (xvii) our ability to adequately secure and protect our intellectual property rights. These and other factors that could cause or contribute to actual results differing materially from such forward-looking statements can be found in our press releases and reports filed with the U.S. Securities and Exchange Commission. In addition, other risks and uncertainties not presently known to the Company or that we currently believe to be immaterial could affect the accuracy of any forward-looking statements. The Company undertakes no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise.

###

Contacts:

Media: newsroom@ipaper.com Investors: Mandi Gilliland; 901-419-4595; Michele Vargas, 901-419-7287.

INTERNATIONAL PAPER COMPANY

Condensed Consolidated Statement of Operations

Preliminary and Unaudited

(In millions, except per share amounts)

Three Months Ended

March 31, Three Months Ended

December 31,

2026 2025 2025

Net Sales $ 5,971 $ 5,264 $ 6,006

Costs and Expenses

Cost of products sold 4,244 3,805 (a) 4,123 (a)

Selling and administrative expenses 510 (b) 487 (b) 545 (b)

Depreciation and amortization 489 (c) 520 (c) 697 (c)

Distribution expenses 513 417 543

Taxes other than payroll and income taxes 41 87 (d) 42

Restructuring charges, net 23 (e) 83 (e) 162 (e)

Impairment of goodwill — — 2,467 (f)

Net (gains) losses on sales and impairments of businesses — — 10 (g)

Net (gains) losses on sales and impairments of assets — (67) (h) (18) (h)

Interest expense, net 76 (i) 84 95

Non-operating pension expense (income) (18) 3 (6)

Earnings (Loss) From Continuing Operations Before Income Taxes and Equity Earnings (Loss) 93 (155) (2,654)

Income tax provision (benefit) 17 (32) (291) (j)

Equity earnings (loss), net of taxes

— (1) —

Earnings (Loss) From Continuing Operations 76 (124) (2,363)

Discontinued Operations, net of taxes (16) (k) 19 (k) (21) (k)

Net Earnings (Loss) $ 60 $ (105) $ (2,384)

Basic Earnings (Loss) Per Common Share

Earnings (loss) from continuing operations $ 0.14 $ (0.28) $ (4.48)

Discontinued operations (0.03) 0.04 (0.04)

Net earnings (loss) $ 0.11 $ (0.24) $ (4.52)

Diluted Earnings (Loss) Per Common Share

Earnings (loss) from continuing operations $ 0.14 $ (0.28) $ (4.48)

Discontinued operations (0.03) 0.04 (0.04)

Net earnings (loss) $ 0.11 $ (0.24) $ (4.52)

Average Shares of Common Stock Outstanding - Diluted 531.8 437.6 528.0

The accompanying notes are an integral part of this Consolidated Statement of Operations.

(a) Includes a pre-tax charge of $70 million ($52 million after taxes) for the three months ended March 31, 2025 for the inventory step-up recognized in purchase accounting related to the DS Smith combination and a pre-tax benefit of $5 million ($4 million after taxes) for the three months ended December 31, 2025 for other items.

(b) Includes a pre-tax charge of $11 million ($8 million after taxes) for the three months ended March 31, 2026 for costs associated with the announced separation of our PS EMEA business, pre-tax charges of $101 million ($81 million after taxes) and $10 million ($8 million after taxes) for the three months ended March 31, 2025 and December 31, 2025, respectively, for transaction costs and integration costs associated with the DS Smith combination and a pre-tax charge of $3 million ($2 million after taxes) for the three months ended March 31, 2026 for other costs.

(c) Includes pre-tax charges of $16 million, $197 million and $86 million for the three months ended March 31, 2026, March 31, 2025 and December 31, 2025, respectively, for accelerated depreciation associated with our site closures.

(d) Includes a pre-tax charge of $50 million (before and after taxes) for the three months ended March 31, 2025 for a UK stamp tax associated with the DS Smith combination.

(e) Includes pre-tax charges of $23 million ($17 million after taxes), $83 million ($63 million after taxes) and $162 million ($128 million after taxes) for the three months ended March 31, 2026, March 31, 2025 and December 31, 2025, respectively, for severance and other costs related to our mill closures and 80/20 strategic actions.

(f) Includes a charge of $2.5 billion (before and after taxes) for the three months ended December 31, 2025 for the non-cash impairment of goodwill in our PS EMEA business.

(g) Includes a pre-tax charge of $5 million ($4 million after taxes) for the three months ended December 31, 2025 related to the sale of our kraft paper bag business and a pre-tax charge of $5 million ($4 million after taxes) for the three months ended December 31, 2025 related to the sale of five European box plants in Mortagne, Saint-Amand, and Cabourg (France), Ovar (Portugal) and Bilbao (Spain) to satisfy regulatory commitments in connection with the DS Smith combination.

(h) Includes a pre-tax gain of $62 million ($47 million after taxes) for the three months ended March 31, 2025 for asset sales related to our permanently closed Orange, Texas containerboard mill, a pre-tax gain of $5 million ($4 million after taxes) and charge of $7 million (before and after taxes) for the three months ended March 31, 2025 and December 31, 2025, respectively, related to miscellaneous land sales and other items, a pre-tax charge of $2 million ($1 million after taxes) for the three months ended December 31, 2025 related to the sale of aircraft assets and a pre-tax gain of $27 million ($20 million after taxes) for the three months ended December 31, 2025 for asset sales related to our permanently closed Courtland, Alabama paper mill.

(i) Includes pre-tax income of $11 million ($8 million after taxes) for the three months ended March 31, 2026 for interest income related to an income tax refund.

(j) Includes a deferred tax benefit of $271 million for the three months ended December 31, 2025 related to the EMEA goodwill impairment. This deferred tax benefit is expected to offset cash taxes in 2027.

(k) Includes the results for the former Global Cellulose Fibers business which was sold on January 23, 2026.

INTERNATIONAL PAPER COMPANY

Reconciliation of Earnings (Loss) from Continuing Operations to Adjusted Operating Earnings (Loss)

Preliminary and Unaudited

(In millions, except per share amounts)

Three Months Ended

March 31, Three Months Ended

December 31,

2026 2025 2025

Earnings (Loss) from Continuing Operations $ 76 $ (124) $ (2,363)

Add back: Non-operating pension expense (income) (18) 3 (6)

Add back: Net special items expense (income) 26 237 2,626

Income taxes - Non-operating pension and special items (3) (43) (300)

Adjusted Operating Earnings (Loss) $ 81 $ 73 $ (43)

Three Months Ended

March 31, Three Months Ended

December 31,

2026 2025 2025

Diluted Earnings (Loss) per Common Share from Continuing Operations $ 0.14 $ (0.28) $ (4.48)

Add back: Non-operating pension expense (income) (0.03) 0.01 (0.01)

Add back: Net special items expense (income) 0.05 0.54 4.98

Income taxes per share - Non-operating pension and special items (0.01) (0.10) (0.57)

Adjusted Operating Earnings (Loss) per Share

$ 0.15 $ 0.17 $ (0.08)

Notes:

Management uses adjusted operating earnings (loss) and adjusted operating earnings (loss) per share (non-GAAP financial measures) to focus on on-going operations and believes that such non-GAAP financial measures are useful to investors in assessing the operational performance of the Company and enabling investors to perform meaningful comparisons of past and present consolidated operating results from continuing operations. The Company believes that these non-GAAP financial measures, viewed alongside the most directly comparable GAAP measures, provides for a more complete analysis of the Company's results from continuing operations. See the section Non-GAAP Measures included in this release for the definitions of adjusted operating earnings and adjusted operating earnings per share and the most directly comparable GAAP measures.

Non-operating pension expense (income) represents amortization of prior service cost, amortization of actuarial gains/losses, expected return on assets and interest cost. The Company excludes these amounts from adjusted operating earnings (loss) as the Company does not believe these items reflect ongoing operations. These particular pension cost elements are not directly attributable to current employee service. The Company includes service cost in our non-GAAP financial measure as it is directly attributable to employee service, and the corresponding employees' compensation elements, in connection with ongoing operations.

INTERNATIONAL PAPER COMPANY

Calculation of Adjusted EBITDA from Continuing Operations

Preliminary and Unaudited

(In millions)

Three Months Ended

March 31, Three Months Ended

December 31,

2026 2025 2025

Earnings (Loss) From Continuing Operations $ 76 $ (124) $ (2,363)

Add back: Income tax provision (benefit) 17 (32) (291)

Less: Equity earnings (loss), net of taxes — (1) —

Earnings (Loss) From Continuing Operations Before Income Taxes and Equity Earnings (Loss)

93 (155) (2,654)

Interest expense, net

76 84 95

Special items 37 237 2,626

Non-operating pension expense (income) (18) 3 (6)

Depreciation and amortization 489 520 697

Adjusted EBITDA from Continuing Operations $ 677 $ 689 $ 758

Notes:

INTERNATIONAL PAPER COMPANY

Calculation of Adjusted EBITDA Outlook from Continuing Operations

Preliminary and Unaudited

(In millions)

Three Months Ended

June 30, 2026 Twelve Months Ended December 31, 2026

Earnings (Loss) from Continuing Operations $(19) - $31 $965 - $1,265

Add back: Income tax provision (benefit) — —

Less: Equity earnings (loss), net of taxes — —

Earnings (Loss) From Continuing Operations Before Income Taxes and Equity Earnings (Loss)

$(19) - $31 $965 - $1,265

Interest expense, net

92 370

Special items — 37

Non-operating pension expense (income) (18) (72)

Depreciation and amortization 465 1,900

Adjusted EBITDA from Continuing Operations $520 - $570 $3,200 - $3,500

Notes:

Management uses adjusted EBITDA from continuing operations (a non-GAAP financial measure) to focus on on-going operations and believes this measure is useful to investors in assessing the operational performance of the Company and enabling investors to perform meaningful comparisons of past and present consolidated operating results from continuing operations. The company believes that adjusted EBITDA from continuing operations, viewed alongside the directly comparable GAAP measure, provides for a more complete analysis of the Company's results from continuing operations. See the section titled Non-GAAP Measures included in this release for the definition of adjusted EBITDA from continuing operations and the most directly comparable GAAP measure. Income tax provision (benefit) is excluded from the target setting as we are unable to quantify certain amounts that would be required to be included in the GAAP measure without unreasonable efforts, including forecasting net income for 2026. Special items excluded from the target setting are difficult to predict and quantify and may reflect the effect of future events.

INTERNATIONAL PAPER COMPANY

Condensed Consolidated Balance Sheet

Preliminary and Unaudited

(In millions)

March 31, 2026 December 31, 2025

Assets

Current Assets

Cash and Temporary Investments $ 1,236 $ 1,145

Restricted cash 63 —

Accounts and Notes Receivable, Net 4,022 3,791

Contract Assets 670 635

Assets Held for Sale 85 1,800

Inventories 1,902 2,012

Other 602 723

Total Current Assets 8,580 10,106

Plants, Properties and Equipment, Net 14,252 14,443

Goodwill 5,297 5,326

Intangibles, Net 4,060 4,043

Long-Term Financial Assets of Variable Interest Entities 2,354 2,349

Right of Use Assets 652 697

Overfunded Pension Plan Assets 507 486

Deferred Charges and Other Assets 732 514

Total Assets $ 36,434 $ 37,964

Liabilities and Equity

Current Liabilities

Notes Payable and Current Maturities of Long-Term Debt $ 918 $ 992

Liabilities Held for Sale 6 502

Accounts Payable and Other Current Liabilities 6,149 6,405

Total Current Liabilities 7,073 7,899

Long-Term Debt 8,175 8,839

Deferred Income Taxes 1,963 1,898

Long-Term Nonrecourse Financial Liabilities of Variable Interest Entities 2,129 2,127

Long-Term Lease Obligations 450 486

Underfunded Pension Benefit Obligation 297 316

Postretirement and Postemployment Benefit Obligation 131 133

Other Liabilities 1,408 1,439

Equity

Common Stock 627 627

Paid-in Capital 14,352 14,414

Retained Earnings 4,699 4,885

Accumulated Other Comprehensive Loss (366) (528)

19,312 19,398

Less: Common Stock Held in Treasury, at Cost 4,504 4,571

Total Equity 14,808 14,827

Total Liabilities and Equity $ 36,434 $ 37,964

INTERNATIONAL PAPER COMPANY

Condensed Consolidated Statement of Cash Flows

Preliminary and Unaudited

(In millions)

Three Months Ended March 31,

2026 2025

Operating Activities

Net earnings (loss) $ 60 $ (105)

Depreciation and amortization 489 571

Deferred income tax expense (benefit), net 7 (74)

Restructuring charges, net 23 83

Net (gains) losses on sales and impairments of businesses 3 —

Net (gains) losses on sales and impairments of assets — (67)

Periodic pension (income) expense, net 13 13

Other, net 52 (87)

Changes in operating assets and liabilities

Accounts and notes receivable (158) (178)

Contract assets (39) (47)

Inventories 58 22

Accounts payable 158 97

Other current liabilities (272) (444)

Other current assets 217 (72)

Cash Provided By (Used For) Operating Activities 611 (288)

Investment Activities

Capital expenditures (517) (330)

Acquisitions, net of cash acquired — 415

Proceeds from divestitures, net of cash divested 1,059 —

Proceeds from sale of fixed assets 21 83

Proceeds from insurance recoveries 8 28

Other (6) 41

Cash Provided By (Used For) Investment Activities 565 237

Financing Activities

Issuance of debt — 239

Reduction of debt (660) (6)

Change in book overdrafts (84) 94

Repurchases of common stock and payments of restricted stock tax withholding (30) (62)

Dividends paid (245) (244)

Cash Provided By (Used for) Financing Activities (1,019) 21

Cash Included in Assets Held for Sale — (2)

Effect of Exchange Rate Changes on Cash and Temporary Investments and Restricted Cash (11) 18

Change in Cash and Temporary Investments and Restricted Cash 146 (14)

Cash and Temporary Investments and Restricted Cash

Beginning of the period 1,161 1,170

End of the period $ 1,307 $ 1,156

INTERNATIONAL PAPER COMPANY

Reconciliation of Cash Provided by Operations to Free Cash Flow

Preliminary and Unaudited

(In millions)

Three Months Ended

March 31,

2026 2025

Cash Provided By (Used For) Operating Activities $ 611 $ (288)

Adjustments:

Capital expenditures (517) (330)

Free Cash Flow $ 94 $ (618)

Management uses free cash flow (a non-GAAP financial measure) in connection with managing our business and believes that free cash flow is useful to investors as a liquidity measure because it measures the amount of cash generated that is available, after reinvesting in the business, to maintain a strong balance sheet, pay dividends, repurchase stock, service debt and make investments for future growth. It should not be inferred that the entire free cash flow amount is available for discretionary expenditures. See the section titled Non-GAAP Measures included in this release for the definition of free cash flow and the most directly comparable GAAP measure.

The preliminary non-GAAP financial measures presented in this release have limitations as analytical tools and should not be considered in isolation or as a substitute for an analysis of our results calculated in accordance with GAAP. In addition, because not all companies use identical calculations, the Company’s presentation of preliminary non-GAAP financial measures in this release may not be comparable to similarly titled measures disclosed by other companies, including companies in the same industry as International Paper.

Management believes non-GAAP financial measures, when used in conjunction with information presented in accordance with GAAP, can facilitate a better understanding of the impact of various factors and trends on the Company’s financial results. Management also uses these non-GAAP financial measures in making financial, operating and planning decisions and in evaluating the Company’s performance. Investors are cautioned to not place undue reliance on any preliminary non-GAAP financial measures used in this release.

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