Sec Form 4 Filing - Richards Jerald W @ POTLATCHDELTIC CORP - 2021-02-11

Insider filing report for Changes in Beneficial Ownership
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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
Richards Jerald W
2. Issuer Name and Ticker or Trading Symbol
POTLATCHDELTIC CORP [ PCH]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
VP, Chief Financial Officer
(Last) (First) (Middle)
C/O POTLATCHDELTIC CORPORATION, W. 601 FIRST AVE., STE. 1600
3. Date of Earliest Transaction (MM/DD/YY)
02/11/2021
(Street)
SPOKANE, WA99201
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
Common Stock 02/11/2021 A 7,634 ( 1 ) A $ 0 59,811.981 ( 2 ) D
Common Stock 02/11/2021 A 2,900 ( 3 ) A $ 0 62,711.91 D
Common Stock 02/16/2021 S 3,116 ( 4 ) D $ 53.12 ( 5 ) 59,595.981 D
Common Stock 02/16/2021 S 810 ( 6 ) D $ 53.15 ( 7 ) 58,785.981 D
Common Stock 5,000 I 401K ( 8 )
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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Richards Jerald W
C/O POTLATCHDELTIC CORPORATION
W. 601 FIRST AVE., STE. 1600
SPOKANE, WA99201
VP, Chief Financial Officer
Signatures
/s/ Michele Tyler, Attorney-in-Fact 02/16/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents shares of common stock issued in settlement of 2018-2020 Performance Share Grant.
( 2 )Includes adjustments for dividends accrued.
( 3 )Represents award of restricted stock units (RSUs) that may be settled only for shares of common stock on a one-for-one basis. The RSUs will vest on December 31, 2023, subject to continued employment through such date. During the vesting period, an amount equal to the dividends that would have been paid on the RSUs had they been in the form of common stock will be converted into additional RSUs. The additional RSUs will also vest on December 31, 2023.
( 4 )Represents the number of shares required to be sold by the reporting person to cover tax withholding obligations in connection with the vesting of the Performance Shares listed in Table I. This sale is mandated by the Issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary trade by the reporting person.
( 5 )The price shown is a weighted average purchase price for shares purchased in multiple transactions; the purchase prices ranged from $53.00 to $53.29 per share. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares purchased as each price within the range.
( 6 )Represents the number of shares required to be sold by the reporting person to cover tax withholding obligations in connection with the vesting of RSUs granted on February 15, 2018. This sale is mandated by the Issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary trade by the reporting person.
( 7 )The price shown is a weighted average purchase price for shares purchased in multiple transactions; the purchase prices ranged from $53.07 to $53.25 per share. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares purchased as each price within the range.
( 8 )Reflects periodic contributions to the issuer's common stock fund in the issuer's 401(k) plan.

Remarks:
Jerald W. RichardsVice President and Chief Financial Officer

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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