RAYONIER ADVANCED MATERIALS INC

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of

the Securities Exchange Act of 1934

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☐ Soliciting Material Pursuant to §240.14a-12

RAYONIER ADVANCED MATERIALS INC.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)

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Lisa M.

Palumbo

Chair of the Board

Dear Stockholder:

We are pleased to invite you to attend our Annual Meeting of Stockholders on May 15, 2024, at the DoubleTree Hotel, 1201 Riverplace Boulevard, Jacksonville, Florida, at 5:30 p.m. Eastern Time. In the following Notice of 2024 Annual Meeting, we describe the matters upon which you will be asked to vote at the meeting.

The RYAM team’s resilience and determination in executing strategic priorities during a challenging 2023 ensured that we emerged a leaner and more strategically focused Company and remained firmly on track toward realization of our long-term Biofuture vision.

In a year where global economic headwinds were felt to varying extents across our business segments, we succeeded in capturing value for our specialized product offerings, monetizing $93 million in working capital, implementing a cost savings program with nearly $30 million realized, reducing debt by $76 million, and securing covenant relief for enhanced liquidity. We also launched a strategic process to explore the sale of our Paperboard and High-Yield Pulp businesses.

Supplemental to our continued close engagement with stockholders, we commissioned a formal investor survey in early 2023 and incorporated the resulting candid feedback into our strategy. Additionally, late last year, we held an Investor Day to share key strategic updates and priorities and solicit additional feedback. We highly value our investors and regard their feedback and support as critical and essential to our future success.

Sustainability remains central to the Company’s growth strategy. In addition to making steady progress toward our greenhouse gas reduction targets, we have also begun to track and report Scope 3 emissions data and other key environmental metrics. In early 2024, we are set to commence operations at our Tartas bioethanol plant, one of several planned Biomaterials projects aimed at diversifying our product offerings, capturing significant synergistic value, benefitting the environment, and driving growth.

We have emerged from 2023 a leaner and more strategically focused company. As we enter 2024, we are confident that our strategies position RYAM for long-term success and value creation, and we are excited about the opportunities ahead.

Please review the proxy/notice card for instructions on how to vote over the Internet, by telephone or by mail to be certain that your shares of stock are represented at the meeting, even if you plan to attend. It is important that all RYAM stockholders vote and participate in the affairs and governance of our Company.

LISA M. PALUMBO

Chair of the Board

March 29, 2024

Corporate Headquarters

1301 Riverplace Boulevard

Suite 2300

Jacksonville, Florida 32207

March 29, 2024

Notice of 2024 Annual Meeting

TO OUR STOCKHOLDERS:

Notice is hereby given that the 2024 Annual Meeting of Stockholders of Rayonier Advanced Materials Inc., a Delaware corporation, will be held at the DoubleTree Hotel, 1201 Riverplace Boulevard, Jacksonville, Florida on Wednesday, May 15, 2024, at 5:30 p.m. Eastern Time, to:

All stockholders holding Rayonier Advanced Materials Common Stock of record at the close of business on March 15, 2024, are entitled to vote at the meeting.

WHETHER OR NOT YOU EXPECT TO ATTEND THE ANNUAL MEETING IN PERSON, PLEASE PROMPTLY SUBMIT YOUR PROXY OR VOTING INSTRUCTION. Most stockholders have a choice of voting over the Internet, by telephone or by using a traditional proxy card. Please refer to the enclosed proxy materials or the information forwarded by your bank, broker or other holder of record to determine which voting methods are available to you. We urge you to complete and submit your proxy electronically or by telephone (if those options are available to you) as a means of helping the Company conserve natural resources and reduce expenses related to the meeting.

Please be aware that, if you own shares in a brokerage account, you must instruct your broker on how to vote your shares. New York Stock Exchange rules do not allow your broker to vote your shares without your instructions on any of the proposals except the ratification of the appointment of the Company’s independent registered public accounting firm. Please exercise your right as a stockholder to vote on all proposals, including the election of directors, by instructing your broker by proxy.

We urge you to vote your stock, by any of the available methods, at your earliest convenience.

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