Executive Severance Pay Plan
EXECUTIVE SEVERANCE PAY PLAN
The Compensation and Management Development Committee of the Board of Directors of Rayonier Inc. recognizes that, as
with many publicly held corporations, there exists the possibility of a Change in Control of the Company. This possibility and
the uncertainty it creates may result in the loss or distraction of senior executives of the Company, to the detriment of the
Company and its shareholders.
Accordingly, the Committee has determined that appropriate steps should be taken to assure the Company of the continued
employment, attention and dedication to duty of its senior executives-including maintaining professionalism, indifference and
objectivity in negotiating with a potential acquirer and to seek to ensure the availability of their continued service,
notwithstanding the possibility, threat, or occurrence of a Change in Control.
Therefore, in order to fulfill the above purposes, this Executive Severance Pay Plan is adopted effective as specified in
Section 17 .
The definitions of capitalized terms are located in Section 8 .
Covered employees under this Plan are those full-time, regular executive salaried employees of the Company, who are identified
and designated as Tier I or Tier II on Appendix A attached hereto (each an “ Executive ”), as such Appendix A may be amended
by the Committee from time to time prior to a Change in Control.
An Executive shall cease to be a participant in this Plan only as a result of termination or amendment of this Plan complying with
Section 13 , or when he or she ceases to be a full time employee of the Company, unless, at the time he or she ceases to be an
employee, such Executive is entitled to payment of Separation Benefits as provided in this Plan or there has been an event or
occurrence that constitutes Good Reason after a Change in Control that would enable Executive to terminate his or her