Cover and table of contents

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Cover and table of contents

Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended June 30, 2025

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Transition Period From to


Commission File Number 001-03157

INTERNATIONAL PAPER COMPANY

(Exact name of registrant as specified in its charter)

New York13-0872805
(State or other jurisdiction of incorporation)(I.R.S. Employer Identification No.)
6400 Poplar Avenue, Memphis, Tennessee38197
(Address of Principal Executive Offices)(Zip Code)

Registrant’s telephone number, including area code: (901) 419-9000

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common SharesIPNew York Stock Exchange
Common SharesIPCLondon Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ¨

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (paragraph 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer☒Accelerated filer☐
Non-accelerated filer☐Smaller reporting company☐
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. ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

The number of shares outstanding of the registrant’s common stock, par value $1.00 per share, as of August 1, 2025 was 527,982,095.

Table of Contents

INDEX

PAGE NO.
PART I. FINANCIAL INFORMATION
Item 1.Financial Statements
Condensed Consolidated Statement of Operations - Three Months and Six Months Ended June 30, 2025 and 20241
Condensed Consolidated Statement of Comprehensive Income - Three Months and Six Months Ended June 30, 2025 and 20242
Condensed Consolidated Balance Sheet - June 30, 2025 and December 31, 20243
Condensed Consolidated Statement of Cash Flows - Six Months Ended June 30, 2025 and 20244
Condensed Notes to Consolidated Financial Statements5
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations30
Item 3.Quantitative and Qualitative Disclosures About Market Risk42
Item 4.Controls and Procedures42
PART II. OTHER INFORMATION
Item 1.Legal Proceedings43
Item 1A.Risk Factors43
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds44
Item 3.Defaults Upon Senior Securities44
Item 4.Mine Safety Disclosures44
Item 5.Other Information44
Item 6.Exhibits47
Signatures48

Table of Contents

PART I. FINANCIAL INFORMATION

Next: Item 1. [FINANCIAL STATEMENTS](#i23e23e74ffae4467b99480730e23722f16)