ITEM 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
Retirement of Blanche L. Lincoln
On January 15, 2021, Blanche L. Lincoln notified Rayonier Inc. (the "Company")
of her resignation from the Company's Board of Directors (the "Board"),
effective immediately. Ms. Lincoln's decision to resign was not due to any
disagreements with the Company on any matter relating to the Company's
operations, policies or practices.
Election of Meridee A. Moore and Matthew J. Rivers
On January 18, 2021, the Board elected Meridee A. Moore and Matthew J. Rivers to
the Board, effective immediately. The Board also appointed Ms. Moore to serve on
the Compensation and Management Development Committee and the Nominating and
Corporate Governance Committee of the Board and Mr. Rivers to serve on the Audit
Committee and the Nominating and Corporate Governance Committee of the Board.
The new directors will be paid in accordance with the Company's director
compensation program, described in the section titled "Director Compensation"
that begins on page 9 of the Company's proxy statement that was filed with the
Securities and Exchange Commission on April 1, 2020.
In connection with their election to the Board, Ms. Moore and Mr. Rivers will
also enter into the Company's form indemnification agreement for its officers
and directors, which generally requires the Company to indemnify its officers
and directors to the fullest extent permitted by law.
ITEM 8.01. Other Events.
On January 19, 2021, the Company issued a press release announcing Ms. Lincoln's
retirement and the new directors' election, a copy of which is included as
Exhibit 99.1 and is incorporated herein by reference.
ITEM 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Exhibit Description
99.1 Press release dated January 19, 2021
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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