UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On November 5, 2025, in order to terminate the “Cooperation Period” under the Cooperation Agreement, dated February 14, 2023 (the “Cooperation Agreement”), by and among Sylvamo Corporation (“Sylvamo”) and Atlas FRM LLC and certain of its affiliates (collectively, the “Atlas Group”), the Atlas Group: (i) delivered to Karl Meyers and Mark Wilde, each then-current directors of Sylvamo, a notice designating in writing that Mr. Meyers and Mr. Wilde resign from the Board of Directors (the “Board”) of Sylvamo (each such notice, a “Director Resignation Notice”) and notified Sylvamo in writing that such Director Resignation Notices were delivered and (ii) delivered notice to Sylvamo in writing that the Atlas Group waived its rights under Section 1(c)(i) of the Cooperation Agreement to recommend a substitute person to replace either Mr. Meyers or Mr. Wilde as directors of Sylvamo.
Effective upon delivery of each Director Resignation Notice on November 5, 2025, Mr. Meyers and Mr. Wilde resigned from the Board pursuant to clause (iv) of the respective irrevocable letter of resignation executed and delivered in connection with their initial appointment to the Board pursuant to the Cooperation Agreement.
Pursuant to the Cooperation Agreement, with the delivery of the Director Resignation Notices and the aforementioned waiver by the Atlas Group on November 5, 2025, the Cooperation Period will terminate on the fifth business day after such delivery date, or on November 13, 2025.
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.
| Date: November 6, 2025 | Sylvamo Corporation | |||||
| By: | /s/ Matthew Barron | |||||
| Name: | Matthew Barron | |||||
| Title: | Senior Vice President and Chief Administrative and Legal Officer | |||||