WY

EX-99.1

2 wy-ex99_1.htm

EX-99.1

EX-99.1

EXHIBIT 99.1

For more information contact:

Analysts – Andy Taylor (206) 539-3907

Media – Nancy Thompson (919) 861-0342

Weyerhaeuser Reports First Quarter Results

• Generated net earnings of $156 million, or $0.22 per diluted share, and net earnings before special items of $77 million, or $0.11 per diluted share

• Achieved Adjusted EBITDA of $308 million, a 120 percent increase compared with fourth quarter 2025

• Completed sizeable conservation easement transaction in Florida

• Previewed new and innovative engineered wood products at International Builders’ Show

• Expanded distribution footprint with new facility in Montana and upcoming site in Tennessee

• Completed divestiture of timberlands in Virginia

• Completed transfer of timber licenses in British Columbia to buyer of Princeton mill in April

SEATTLE, April 30, 2026 – Weyerhaeuser Company (NYSE: WY) today reported first quarter net earnings of $156 million, or 22 cents per diluted share, on net sales of $1.7 billion. This compares with net earnings of $83 million, or 11 cents per diluted share, on net sales of $1.8 billion for the same period last year and net earnings of $74 million for fourth quarter 2025. Excluding an after-tax benefit of $79 million for special items, the company reported first quarter net earnings of $77 million, or 11 cents per diluted share. This compares with a net loss before special items of $67 million for fourth quarter 2025. There were no special items in first quarter 2025. Adjusted EBITDA for first quarter 2026 was $308 million, compared with $328 million for the same period last year and $140 million for fourth quarter 2025.

In February, Weyerhaeuser completed the previously announced divestiture of 108,000 acres of non-core timberlands in Virginia for $192 million. Subsequent to the first quarter, the company received $22 million in proceeds following the transfer of its timber licenses in British Columbia, representing the final proceeds associated with the sale of its Princeton lumber mill.

"Our teams delivered solid operating performance in the first quarter,” said Devin W. Stockfish, president and chief executive officer. “Despite elevated macroeconomic uncertainty, Adjusted EBITDA improved across each of our business segments compared to fourth quarter 2025. In addition, we advanced key growth initiatives in our Wood Products business and made progress on actions to optimize our portfolio. Looking forward, we are encouraged by the recent increase in lumber pricing and are well positioned to navigate a range of market conditions. We maintain a favorable outlook for the longer-term demand fundamentals that support our businesses and remain focused on serving our customers, driving operational excellence and advancing our strategy to accelerate growth and deliver significant long-term value for shareholders."

WEYERHAEUSER FINANCIAL HIGHLIGHTS

2025

2026

2025

(millions, except per share data)

Q4

Q1

Q1

Net sales

$

1,541

$

1,727

$

1,763

Net earnings

$

74

$

156

$

83

Net earnings per diluted share

$

0.10

$

0.22

$

0.11

Weighted average shares outstanding, diluted

722

722

727

Net (loss) earnings before special items(1)(2)

$

(67

)

$

77

$

83

Net (loss) earnings per diluted share before special items(1)

$

(0.09

)

$

0.11

$

0.11

Adjusted EBITDA(1)

$

140

$

308

$

328

Net cash from operations

$

(114

)

$

52

$

70

Adjusted FAD(3)

$

(24

)

$

(58

)

$

(7

)

(1) Net earnings before special items is a non-GAAP measure that management believes provides helpful context in understanding the company’s earnings performance. Additionally, Adjusted EBITDA is a non-GAAP measure that management uses to evaluate the performance of the company. Adjusted EBITDA, as we define it, is operating income adjusted for depreciation, depletion, amortization, basis of Strategic Land Solutions acres sold and special items. Net earnings before special items and Adjusted EBITDA should not be

1

considered in isolation from, and are not intended to represent an alternative to, our GAAP results. Reconciliations of net earnings before special items and Adjusted EBITDA to GAAP earnings are included within this release.

(2) First quarter 2026 after-tax special items include a $58 million gain on the sale of Virginia timberlands and a $21 million product remediation insurance recovery. Special items for prior periods presented are included in the reconciliation tables within this release.

(3) Adjusted Funds Available for Distribution (Adjusted FAD) is a non-GAAP measure that management uses to evaluate the company’s liquidity. Adjusted FAD, as we define it, is net cash from operations adjusted for capital expenditures and significant non-recurring items. Adjusted FAD measures cash generated during the period (net of capital expenditures and significant non-recurring items) that is available for dividends, repurchases of common shares, debt r

8-K

false000010653500001065352026-01-292026-01-29

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): January 29, 2026

WEYERHAEUSER COMPANY

(Exact name of registrant as specified in charter)

Washington

1-4825

91-0470860

(State or other jurisdiction of incorporation or organization)

(Commission File Number)

(IRS Employer Identification Number)

220 Occidental Avenue South Seattle, Washington 98104-7800 (Address of principal executive offices) (zip code) Registrant’s telephone number, including area code: (206) 539-3000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐

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

☐

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

☐

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

☐

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

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

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $1.25 per share

WY

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934:

☐

Emerging growth company

☐

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

TABLE OF CONTENTS

Item 2.02. Results of Operations and Financial Condition

Item 9.01. Financial Statements and Exhibits

SIGNATURES

EXHIBIT 99.1

EXHIBIT 99.2

Table of Contents

Section 2 - Financial Information Item 2.02. Results of Operations and Financial Condition On January 29, 2026, Weyerhaeuser Company will post and make available on its website its financial results for the quarter and the year ended December 31, 2025. Copies of the earnings release and the exhibit thereto are furnished as Exhibit 99.1 and Exhibit 99.2 to this report. In accordance with General Instruction B.2 of Form 8-K, the information in Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1 and Exhibit 99.2, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. Section 9 - Financial Statements and Exhibits Item 9.01. Financial Statements and Exhibits

(d) Exhibits. The following items are furnished as exhibits to this report.

Exhibit No.

Description

99.1

Earnings release of Weyerhaeuser Company posted January 29, 2026 reporting results of operations for the quarter and the year ended December 31, 2025.

99.2

Exhibit to earnings release of Weyerhaeuser Company posted January 29, 2026.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

Table of Contents

SIGNATURES

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

WEYERHAEUSER COMPANY

By:

/s/ Alex G. Whitney

Name:

Alex G. Whitney

Its:

Vice President and Chief Accounting Officer

(Principal Accounting Officer)

Date: January 29, 2026

8-K

false000010653500001065352025-10-302025-10-30

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): October 30, 2025

WEYERHAEUSER COMPANY

(Exact name of registrant as specified in charter)

Washington

1-4825

91-0470860

(State or other jurisdiction of incorporation or organization)

(Commission File Number)

(IRS Employer Identification Number)

220 Occidental Avenue South Seattle, Washington 98104-7800 (Address of principal executive offices) (zip code) Registrant’s telephone number, including area code: (206) 539-3000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐

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

☐

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

☐

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

☐

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

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

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $1.25 per share

WY

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934:

☐

Emerging growth company

☐

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

TABLE OF CONTENTS

Item 2.02. Results of Operations and Financial Condition

Item 9.01. Financial Statements and Exhibits

SIGNATURES

EXHIBIT 99.1

EXHIBIT 99.2

Table of Contents

Section 2 - Financial Information Item 2.02. Results of Operations and Financial Condition On October 30, 2025, Weyerhaeuser Company will post and make available on its website its financial results for the quarter ended September 30, 2025. Copies of the earnings release and the exhibit thereto are furnished as Exhibit 99.1 and Exhibit 99.2 to this report. In accordance with General Instruction B.2 of Form 8-K, the information in Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1 and Exhibit 99.2, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. Section 9 - Financial Statements and Exhibits Item 9.01. Financial Statements and Exhibits

(d) Exhibits. The following items are furnished as exhibits to this report.

Exhibit No.

Description

99.1

Earnings release of Weyerhaeuser Company posted October 30, 2025 reporting results of operations for the quarter ended September 30, 2025.

99.2

Exhibit to earnings release of Weyerhaeuser Company posted October 30, 2025.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

Table of Contents

SIGNATURES

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

WEYERHAEUSER COMPANY

By:

/s/ Alex G. Whitney

Name:

Alex G. Whitney

Its:

Vice President and Chief Accounting Officer

(Principal Accounting Officer)

Date: October 30, 2025