Company Update

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): March 26, 2024     International Paper Company (Exact name of registrant as specified in its charter)       Commission file number 1-3157   New York   13-0872805 (State or other jurisdiction of incorporation)   (I.R.S. Employer Identification No.)   6400 Poplar Avenue , Memphis , Tennessee   38197 (Address of Principal Executive Offices)   (Zip Code) Registrant’s telephone number, including area code: (901) 419-9000     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, $1 per share par value   IP   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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). 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. ☐       Item 8.01. Other Information On March 26, 2024, International Paper Company (the “ Company ”) released an announcement in response to the statement from DS Smith Plc (“ DS Smith ”) made on March 26, 2024 regarding a proposal by the Company to acquire DS Smith. The Company confirms that it is in discussions with DS Smith regarding a possible offer. In accordance with Rule 2.6(a) of the U.K. Takeover Code (the “ Code ”), the Company is required, by not later than 5.00 p.m. on April 23, 2024, to either announce a firm intention to make an offer for DS Smith in accordance with Rule 2.7 of the Code or announce that it does not intend to make an offer, in which case the announcement will be treated as a statement to which Rule 2.8 of the Code applies. A copy of the Company’s announcement is furnished as Exhibit 99.1 to this current report and is incorporated herein by reference.   Item 9.01. Financial Statements and Exhibits.   Exhibit No.    Description 99.1    Announcement Issued on March 26, 2024 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.       INTERNATIONAL PAPER COMPANY Date: March 26, 2024         By:   /s/ Joseph R. Saab     Name:   Joseph R. Saab     Title:   Senior Vice President, General Counsel and Corporate Secretary   3