A Dark Vector Cognition product

Item 1A. [RISK FACTORS](#ifca02467bcb44cea9104f4b8b546ac0f121)

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Item 1A. [RISK FACTORS](#ifca02467bcb44cea9104f4b8b546ac0f121)

There have been no material changes from the risk factors disclosed in our Annual Report on Form 10-K for the fiscal year ended December 31, 2020 (Part I, Item 1A).

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS.

PeriodTotal Number of Shares Purchased (a)Average Price Paid per ShareTotal Number of Shares Purchased as Part of a Publicly Announced Plan or ProgramMaximum Number (or Approximate Dollar Value) of Shares that May Yet Be Purchased Under the Plans or Programs (in billions)
July 1, 2021 - July 31, 20211,102,595$59.941,101,415$1.48
August 1, 2021 - August 31, 20211,979,38058.651,978,3341.37
September 1, 2021 - September 30, 2021500,84159.24500,8411.34
Total3,582,816

(a) 2,226 shares were acquired from employees or board members as a result of share withholdings to pay income taxes under the Company's restricted stock program. The remainder were purchased under a share repurchase program. Under current Board authorization that was increased on October 12, 2021, we are authorized to purchase, in open market transactions (including block trades), privately negotiated transactions or otherwise, up to $3.3 billion of shares of our common stock. This repurchase program does not have an expiration date. As of September 30, 2021, approximately $1.3 billion aggregate amount of shares of our common stock remained authorized for purchase under this program before the increase.

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ITEM 6. EXHIBITS

10.1Share Purchase Agreement for the Divestiture of International Paper-Kwidzyn SP. Z.O.O. by and among International Paper (Poland) Holding SP. Z.O.O., Mayr-Melnhof Containerboard International, GMBH, Mayr-Melnhof Karton AG and International Paper dated August 4, 2021.
31.1Certification of principal executive officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2Certification of principal financial officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INSXBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the inline XBRL document.
101.SCHXBRL Taxonomy Extension Schema.
101.CALXBRL Taxonomy Extension Calculation Linkbase.
101.DEFXBRL Taxonomy Extension Definition Linkbase.
101.LABXBRL Taxonomy Extension Label Linkbase.
101.PREXBRL Extension Presentation Linkbase.
104Cover Page Interactive Data File (formatted as Inline XBRL, and contained in Exhibit 101).
  • Schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The registrant agrees to furnish supplementally a copy of any omitted schedule or exhibit to the U.S. Securities and Exchange Commission upon request.

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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 thereunto duly authorized.

INTERNATIONAL PAPER COMPANY (Registrant)
October 28, 2021By/s/ Tim S. Nicholls
Tim S. Nicholls
Senior Vice President and Chief Financial Officer
October 28, 2021By/s/ Vincent P. Bonnot
Vincent P. Bonnot
Vice President – Finance and Controller

Previous: Item 4. [CONTROLS AND PROCEDURES](#ifca02467bcb44cea9104f4b8b546ac0f112)