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Clearwater Paper Corp

For the period ended Dec 31, 2025. Filed Feb 18, 2026.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Feb 18, 2026

CLW$13.89+5.1%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

Item 15. Exhibits, Financial Statement Schedules

Incorporated by Reference
EXHIBIT · EXHIBIT DESCRIPTION · Filed Herewith? · Form · Exhibit No. · Date Filed
3.1Restated Certificate of Incorporation of Clearwater Paper Corporation effective as of May 10, 2024.8-K3.1May 15, 2024
3.2Amended and Restated Bylaws of the Company, effective as of May 9, 2024.8-K3.2May 15, 2024
4.1Description of Capital Stock of Clearwater Paper Corporation.10-K4.1February 24, 2025
4.2Indenture, dated as of August 18, 2020, by and among Clearwater Paper Corporation, the Guarantors,(as defined therein) and U.S. Bank National Association, as trustee.8-K4.1August 18, 2020
4.2(i)Form of 4.750% Senior Notes due 2028 (included as Exhibit A to the Indenture filed as Exhibit 4.1).8-K4.2August 18, 2020
10.1ABL Credit Agreement, dated as of July 26, 2019, by and among JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto, and Clearwater Paper Corporation.8-K10.2July 31, 2019
10.1(i)Amendment to ABL Credit Agreement, dated as of January 29, 2020, by and among JPMorgan Chase Bank, N.A., as administrative agent and Clearwater Paper Corporation.10-Q10.2May 5, 2020
10.1(ii)First Amendment to the ABL Credit Agreement, dated as of August 7, 2020, by and among JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto, and Clearwater Paper Corporation.10-Q10.1November 3, 2020
10.1(iii)Second Amendment to the ABL Credit Agreement, dated as of April 1, 2022, by and among JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto, and Clearwater Paper Corporation.10-K10.1(iii)February 24, 2025
10.1(iv)Third Amendment to the ABL Credit Agreement, dated November 7, 2022, by and among JPMorgan Chase Bank, N.A., as administrative agent and the lender parties thereto and Clearwater Paper Corporation.8-K10.1November 9, 2022
10.1(v)Fourth Amendment to the ABL Credit Agreement dated October 27, 2023, by and among Clearwater Paper Corporation, JPMorgan Chase bank, N.A., as administrative agent and the lender parties thereto.8-K10.2October 27, 2023
10.1(vi)Fifth Amendment to ABL Credit Agreement and Omnibus Amendment, dated May 1, 2024, by and among Clearwater Paper Corporation, the subsidiary guarantors party thereto, JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto.8-K10.2May 1, 2024
10.1(vii )Sixth Amendment to ABL Credit Agreement and Omnibus Agreement, dated October 29, 2024, by and among Clearwater Paper Corporation, the subsidiary guarantors party thereto, JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto.10K10.1(vii)February 24, 2025
10.2Credit Agreement, dated October 27, 2023, by and among Clearwater Paper Corporation, AgWest Farm Credit, PCA, as administrative agent, and the lender parties thereto.8-K10.1October 27, 2023
10.2(i)Amended and Restated Credit Agreement, dated May 1, 2024, by and among Clearwater Paper Corporation, AgWest Farm Credit, PCA, as administrative agent, and the lenders party thereto.8-K10.1May 1, 2024
10.2(ii)First Amendment to the Amended and Restated Credit Agreement, dated November 4, 2024, by and among Clearwater Paper Corporation, AgWest Farm Credit, PCA, as administrative agent, and the lenders party thereto.10-K10.2(ii)February 24, 2025
10.3Commitment Letter, dated February 20, 2024, among Clearwater Paper Corporation, AgWest Farm Credit, PCA, CoBank, FCB, Coöperatieve Rabobank U.A., New York Branch and any other financial institutions from time to time party thereto.8-K10.1February 20, 2024
10.41Form of Indemnification Agreement entered into between the Company and each of its directors and executive officers.12B/A10.15November 19, 2008
10.51Employment Agreement between Arsen S. Kitch and the Company, dated effective April 1, 2025.8-K10.1April 4, 2025
10.61Offer letter, dated July 28, 2023, between Sherri J. Baker and the Company.10-Q10.11October 30, 2023
10.71Clearwater Paper Corporation Amended and Restated 2008 Stock Incentive Plan.8-K10.1May 8, 2015
10.7(i)1Amendment to the Clearwater Paper Corporation Amended and Restated 2008 Stock Incentive Plan, effective January 1, 2017.10-K10.5(i)February 22, 2017
10.7(ii)1Clearwater Paper Corporation 2017 Stock Incentive Plan.8-K10.1May 11, 2017
10.7(iii)1Amendment to the Clearwater Paper Corporation 2017 Stock Incentive Plan.8-K10.1May 19, 2020
10.7(iv)1Amendment to the Clearwater Paper Corporation 2017 Stock Incentive Plan.8-K10.1May 15, 2023
10.7(v)1Amendment to the Clearwater Paper Corporation 2017 Stock Incentive Plan.8-K10.1May 12, 2025
10.81Clearwater Paper Corporation-Form of Performance Share Agreement to be used for annual performance share awards approved subsequent to December 31, 2018.8-K10.1February 14, 2019
10.8(i)1Clearwater Paper Corporation-Form of Performance Share Agreement, to be used for annual performance share awards approved subsequent to December 31, 2023.10-K10.8(i)1February 20, 2024
10.8(ii)i · Clearwater Paper Corporation-Form of Performance Share Agreement, to be used for annual performance share awards approved subsequent to December 31, 2025. · X
10.91Clearwater Paper Corporation-Form of Restricted Stock Unit Agreement, as amended and restated, to be used for special restricted stock unit awards approved subsequent to December 31, 2019.10-K10.201March 9, 2020
10.9(i)1Clearwater Paper Corporation-Form of Restricted Stock Unit Agreement, to be used for annual restricted stock unit awards approved subsequent to December 31, 2022.10-K10.9(ii)1February 14, 2023
10.9(ii)1Clearwater Paper Corporation-Form of Restricted Stock Unit Agreement, to be used for annual restricted stock unit awards approved subsequent to December 31, 2023.10-K10.9(iii)1February 20, 2024
10.9(iii)1Clearwater Paper Corporation-Form of Restricted Stock Unit Agreement, as amended and restated, to be used for special restricted stock unit awards approved subsequent to December 31, 2023.10-K10.9(iv)1February 20, 2024
10.9(iv)1Clearwater Paper Corporation-Form of Restricted Stock Unit Agreement, as amended and restated, to be used for annual restricted stock unit awards approved subsequent to December 31, 2025.X
10.101Clearwater Paper Corporation 2008 Stock Incentive Plan—Form of Stock Option Agreement.8-K10.3February 18, 2014
10.10(i)1Clearwater Paper Corporation 2008 Stock Incentive Plan—Form of Amendment of Stock Option Agreement, effective as of January 1, 2015.10-K10.7(i)February 26, 2015
10.10(ii)1Clearwater Paper Corporation 2008 Stock Incentive Plan—Form of Stock Option Agreement, to be used for annual restricted stock unit awards approved subsequent to December 31, 2014.10-K10.7(ii)February 26, 2015
10.10(iii)1Clearwater Paper Corporation Amended and Restated 2008 Stock Incentive Plan—Form of Stock Option Agreement, to be used for annual restricted stock unit awards approved subsequent to December 31, 2015.10-K10.8(iii)February 22, 2016
10.10(iv)1Clearwater Paper Corporation—Form of Stock Option Agreement, as amended and restated February 6, 2017, to be used for annual restricted stock unit awards approved subsequent to December 31, 2016.8-K10.3February 10, 2017
10.10(v)1Clearwater Paper Corporation- Form of Stock Option Agreement, as amended and restated, to be used for annual restricted stock unit awards approved subsequent to December 31, 2017.10-K10.8(v)February 21, 2018
10.111Clearwater Paper Corporation Annual Incentive Plan.8-K10.1May 9, 2014
10.11(i)1Amendment to the Clearwater Paper Corporation Annual Incentive Plan, effective as of January 1, 2016.10-Q10.1July 27, 2016
10.11 (ii)1Amendment to the Clearwater Paper Corporation Annual Incentive Plan, effective as of September 27, 2021.10-Q10.1November 2, 2021
10.11 (iii)1Amendment to the Clearwater Paper Corporation Annual Incentive Plan, effective as of January 1, 2024.10-K10.11(iii)1February 20, 2024
10.121Amended and Restated Clearwater Paper Corporation Management Deferred Compensation Plan.10-K10.10February 22, 2017
10.12(i)1Amendment to the Amended and Restated Clearwater Paper Corporation Management Deferred Compensation Plan, effective May 1, 2020.10-Q10.2August 4, 2020
10.12(ii)Second Amendment to the Amended and Restated Clearwater Paper Corporation Management Deferred Compensation Plan, effective October 11, 2021.10-K10.12(ii)1February 15, 2022
10.131Clearwater Paper Amended Executive Severance Plan.X
10.141Amended and Restated Clearwater Paper Corporation Salaried Supplemental Benefit Plan.10-K10.12February 22, 2017
10.14(i)1Amendment to the Amended and Restated Clearwater Paper Corporation Salaried Supplemental Benefit Plan, effective May 1, 2020.10-Q10.3August 4, 2020
10.14(ii)1Second Amendment to the Amended and Restated Clearwater Paper Corporation Salaried Supplemental Benefit Plan, effective October 11, 2021.10-K10.14(ii)1February 15, 2022
10.151Clearwater Paper Corporation Benefits Protection Trust Agreement.10-K10.18March 18, 2009
10.15(i)1Amendment to the Clearwater Paper Corporation Benefits Protection Trust Agreement.10-Q10.16(i)October 31, 2013
10.161Clearwater Paper Corporation Deferred Compensation Plan for Directors.8-K10.10December 19, 2008
10.16(i)1Amended and Restated Clearwater Paper Corporation Deferred Compensation Plan for Directors.8-K99.1December 7, 2017
10.16(ii)1Amended and Restated Clearwater Paper Corporation Deferred Compensation Plan for Directors, effective as of January 1, 2018.10-Q10(i)August 7, 2018
10.16(iii)1Amended and Restated Clearwater Paper Corporation Deferred Compensation Plan for Directors, effective as of December 6, 2019.10-K10.16(iii)1February 26, 2025
10.171Clearwater Paper Amended Change of Control Plan.X
19.1Clearwater Paper Insider Trading Policy.X
(21)Clearwater Paper Corporation Subsidiaries.X
(23)Consent of Independent Registered Public Accounting Firm.X
(24)Powers of Attorney.X
(31)Rule 13a-14(a)/15d-14(a) Certifications.X
(32)Furnished statements of the Chief Executive Officer and Chief Financial Officer under 18 U.S.C. Section 1350.X
(97)Policy Relating to Recovery of Erroneously Awarded Compensation.10-K97February 20, 2024
101.INSInline XBRL 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.SCHInline XBRL Taxonomy Extension Schema.
101.CALInline XBRL Taxonomy Extension Calculation Linkbase.
101.DEFInline XBRL Taxonomy Extension Definition Label Linkbase.
101.LABInline XBRL Taxonomy Extension Label Linkbase.
101.PREInline XBRL Taxonomy Extension Presentation Linkbase.
104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

1 Management contract or compensatory plan, contract or arrangement.

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