Sec Form 4 Filing - WELTY LINDA J @ MERCER INTERNATIONAL INC. - 2023-06-01

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person WELTY LINDA J 2. Issuer Name and Ticker or Trading Symbol MERCER INTERNATIONAL INC. [ MERC] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) SUITE 1120 - 700 WEST PENDER STREET 3. Date of Earliest Transaction (MM/DD/YY) 06/01/2023 (Street) VANCOUVER, A1V6C 1G8 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Deferred Stock Units ( 1 ) ( 1 ) 06/01/2023 A( 1 ) 1,925 ( 1 ) ( 1 ) ( 1 ) Common Stock ( 1 ) 1,925 ( 1 ) ( 1 ) 10,173 D Deferred Stock Units ( 2 ) ( 2 ) 06 /01/2023 A( 2 ) 11,548 ( 2 ) ( 2 ) ( 2 ) Common Stock ( 2 ) 11,548 ( 2 ) ( 2 ) 21,721 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other WELTY LINDA J SUITE 1120 - 700 WEST PENDER STREET VANCOUVER, A1V6C 1G8 X Signatures /s/ Linda J. Welty 06/02/2023 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents deferred stock units ("DSUs") issued by Mercer International Inc. ("Mercer"), at the election of the Reporting Person, as a quarterly equity grant to the Reporting Person under Mercer's non-employee director compensation program and Amended and Restated 2022 Stock Incentive Plan as amended (the "Plan") in connection with her role as a director of Mercer for the period from April 1, 2023 to May 31, 2023. The DSUs vest on the one-year anniversary of the grant date. Each DSU represents the right to receive one share of Mercer's common stock and dividend equivalents after the Reporting Person ceases to be a director of Mercer, unless deferred in accordance with its terms. Mercer subsequently transitioned its non-employee director compensation program from quarterly on a calendar year basis to a program based on the one-year period between annual general meetings, being the general term of office of directors. ( 2 )Represents DSUs issued by Mercer, at the election of the Reporting Person, as an equity grant to the Reporting Person under Mercer's non-employee director compensation program and the Plan in respect of the board term commencing May 31, 2023 and ending at its next regularly scheduled annual general meeting in 2024. Each DSU represents the right to receive one share of Mercer's common stock and dividend equivalents after the Reporting Person ceases to be a director of Mercer, unless deferred in accordance with its terms. The DSUs vest on the earlier of the one year anniversary of the grant date or the next regularly scheduled annual general meeting in 2024.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

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