UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED)
April 21, 2026 (April 16, 2026)
graphic
COMMISSION FILE NUMBER 001-36285

Incorporated in the State of Delaware
I.R.S. Employer Identification Number 46-4559529

Rayonier Advanced Materials Inc.

1301 Riverplace Boulevard , Jacksonville, Florida 32207
(Principal Executive Office)

Telephone Number: (904) 357-4600
Check the appropriate box below if the form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class
Trading Symbol
Name of Exchange on which
Registered
Common Stock, $0.01 par value
RYAM
New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
 
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 ☐
 


Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

(b)  On April 16, 2026, Scott M. Sutton, who was then President and Chief Executive Officer of Rayonier Advanced Materials Inc. (“RYAM” or the “Company”), resigned as President and Chief Executive Officer of the Company.

(c)  On April 19, 2026, the Board of Directors of the Company established an interim Office of the Chief Executive Officer to guide the Company through the transition period.  The interim Office of the Chief Executive Officer consists of the following four current executives:


Marcus J. Moeltner, Chief Financial Officer and Senior Vice President, Finance;

Michael Osborne, Vice President, Manufacturing Operations;

Christian Ribeyrolle, Senior Vice President, Biomaterials; and

R. Colby Slaughter, Senior Vice President, General Counsel and Corporate Secretary.

Mr. Moeltner shall serve as interim principal executive officer for purposes of the rules and regulations of the U.S. Securities Exchange Commission.

Mr. Moeltner, age 62, has served as RYAM’s Chief Financial Officer and Senior Vice President, Finance since July 2019, bringing 35 years of experience across the forest products and consumer products industries. He rejoined Tembec Inc. in May 2008 as VP Corporate Development and transferred to the Company’s headquarters in Jacksonville, FL, in January 2018 after RYAM’s acquisition of Tembec Inc. Prior to joining the Company, from 2005 to 2008, he was VP, Finance for Grant Forest Products Inc. where he was responsible for leading a team accountable for financial analysis, treasury, cost accounting, risk management, and taxation across their business operations.  From 2000 to 2004, he first started his tenure with Tembec Inc. and held various roles including Director, Business Planning, and VP, Business Analysis and Control. Prior to that, Marcus was with Kimberly-Clark Corporation and held various positions in Ontario, France, England, and the United States.

Mr. Osborne, age 58, is Vice President, Manufacturing at RYAM, a role he assumed in April 2023. He is a 30-plus year manufacturing veteran, most recently holding the position of Vice President, Global Manufacturing for Kraton Pine Chemicals. He was promoted to Director, Global Engineering in 2015, shortly before Arizona Chemical was acquired by Kraton in 2016. In December 2019, he was promoted to Director of Global Manufacturing and, subsequently, Vice President, Global Manufacturing for the Pine Chemicals division. He began his career with Georgia Pacific and achieved the position of Director of Strategic Planning before he left in 2011 to join Arizona Chemical Company as Senior Plant Manager at their Panama City, Florida facility.

Mr. Ribeyrolle, age 64, became RYAM’s Senior Vice President, Biomaterials in January 1, 2024. Prior to that, he was appointed Vice President, Biomaterials in November 2021, following a more than 35-year career in the paper and cellulose specialty business.  He started at Tembec in 2003 as General Manager of the Tartas plant in France. He then joined RYAM following the acquisition of Tembec in November 2017.  At Tembec, since 2008, he has held the positions of Global Sales Director, CS, then Senior Vice President in charge of Sales and Production Services, and finally Executive Vice President in charge of the Cellulose Specialty Business Unit, which includes production, sales, R&D and finance. He was also appointed President of Tembec France in 2010, a role he continues to hold at Rayonier AM France since the acquisition.  Before joining the Company, he began his career in aeronautics, and then worked in various management positions within the Ahlstrom group.


Mr. Slaughter, age 48, has served as RYAM’s Senior Vice President, General Counsel and Corporate Secretary since September 1, 2022.  Prior to that, he was appointed Vice President, General Counsel and Corporate Secretary in March 2020 and Assistant General Counsel in May 2016.  He joined the Company’s predecessor, Rayonier Inc., in January 2013 as Senior Counsel, a role he continued in following the Company’s 2014 spinoff from Rayonier Inc. until his promotion in 2016.  Prior to joining Rayonier Inc., Colby was an Associate with the law firm of K&L Gates LLP from 2007 to 2013.

Item 7.01 Regulation FD Disclosure.
 
On April 20, 2026, the Company issued a press release announcing a comprehensive strategic alternatives review to maximize stockholder value, the resignation of Mr. Sutton as President and Chief Executive Officer of the Company, and the establishment of an interim of the Office of the Chief Executive Officer.  A copy of the press release is furnished herewith as Exhibit 99.1.
 
Item 9.01 Financial Statements and Exhibits.
 
Press release entitled “Rayonier Advanced Materials Announces Comprehensive Strategic Alternatives Review to Maximize Shareholder Value
104
Cover page interactive data file (embedded within the Inline XBRL document)


Signature

Pursuant to the requirements of the Securities Exchange Act of l934, the registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.

 
Rayonier Advanced Materials Inc.
 
 
 
By:
/s/ R. COLBY SLAUGHTER
   
R. Colby Slaughter
   
Senior Vice President, General Counsel and Corporate Secretary
   
 
   
Date: April 21, 2026




Exhibit 99.1

Rayonier Advanced Materials Announces Comprehensive Strategic Alternatives Review to Maximize Shareholder Value

Establishes Interim Office of the Chief Executive Officer

April 20, 2026 JACKSONVILLE, Fla.-- Rayonier Advanced Materials Inc. (“RYAM” or the “Company”) today announced that the Company is engaged in a formal process to explore strategic alternatives to maximize shareholder value. In connection with the strategic alternatives review, the Company has engaged Morgan Stanley & Co. LLC as its financial advisor and Wachtell, Lipton, Rosen & Katz as its legal counsel.
 
The Company also announced that its Board of Directors (“Board”) has established an interim Office of the Chief Executive Officer (“OFC”) following the resignation of President and CEO Scott M. Sutton, effective immediately. The OFC will comprise current executives to guide the Company through this transition period, including Marcus J. Moeltner, Chief Financial Officer and Senior Vice President of Finance; Michael Osborne, Vice President of Manufacturing Operations; Christian Ribeyrolle, Senior Vice President of Biomaterials; and R. Colby Slaughter, Senior Vice President, General Counsel and Corporate Secretary.
 
Lisa M. Palumbo, Non-Executive Chair of RYAM’s Board of Directors, stated, “The Board and management are focused on ways to maximize value for the Company’s stockholders. As we have recently received unsolicited indications of interest, we believe now this is the right time to evaluate options that may further advance that goal. Marcus, Michael, Christian and Colby are seasoned and highly capable leaders who have proven track records of success with RYAM. I am confident that they are well positioned to provide continuity and maintain momentum as the team continues to execute on our value-creating strategy, and the Board works with a leading executive search firm to identify a permanent successor.”
 
Additionally, a committee of the Board will support the OFC as part of the strategic review process. The strategic review will consider a range of potential strategic, business and financial alternatives, which may include, among other things, a sale of all or part of the Company, a strategic investment, a merger or other business combination, or other strategic or financial alternatives, as well as continuing to execute on the Company’s standalone strategic plan.
 
The Board remains confident that its approach—which is grounded in disciplined governance, transparency, and a commitment to sustainable value creation—is in the best interests of stockholders, customers, employees and all stakeholders. The Board has not set a timetable for completion of the strategic review and does not intend to provide updates unless and until it is determined that disclosure is appropriate or required by law. There can be no assurance that the strategic alternatives review process will result in any transaction or other strategic change.


Office of the CEO – Member Biographies
 
Marcus J. Moeltner has served as RYAM’s Chief Financial Officer and Senior Vice President, Finance since July 2019, bringing 35 years of experience across the forest and consumer products industries, including leadership roles at Tembec, Grant Forest Products, and Kimberly‑Clark.
 
Michael Osborne is Vice President of Manufacturing at RYAM, a role he assumed in April 2023, bringing more than 30 years of manufacturing and leadership experience across Georgia‑Pacific, Arizona Chemical, and Kraton Pine Chemicals, where he most recently served as Vice President, Global Manufacturing.
 
Christian Ribeyrolle became Vice President Biomaterials in November 2021 following a more than 35-year career in the paper and cellulose specialty business. He started at Tembec in 2003 as General Manager of the Tartas plant in France and went on to lead the HPC Business Unit. He then joined RYAM following the acquisition of Tembec in November 2017.
 
R. Colby Slaughter has served as RYAM’s Vice President, General Counsel and Corporate Secretary of the Company since March 21, 2020. Prior to that, he was appointed Assistant General Counsel in May 2016. He joined the Company’s predecessor, Rayonier Inc., in January 2013 as Senior Counsel, a role he continued in following the Company’s 2014 spinoff from Rayonier Inc. until his promotion in 2016.
 
About RYAM
 
RYAM is a global leader of cellulose and derivatives commonly used in the production of filters, food, pharmaceuticals, high performance plastics, propellants and various industrial applications. RYAM’s specialized assets, capable of creating the world’s leading cellulose specialties products, are also used to produce cellulose viscose pulp, cellulose fluff pulp, high-yield pulp and various value-added derivatives, including paperboard, biofuels, bioelectricity and lignin. With manufacturing operations in the U.S., Canada and France, RYAM generated $1.5 billion of revenue in 2025. More information is available at www.RYAM.com.


Forward-Looking Statements
 
Certain statements in this press release may constitute forward-looking statements within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which can be identified by words such as “may”, “intend”, “believe”, “expect”, “anticipate”, “continue”, or other comparable words and references to future periods. These statements involve a number of risks and uncertainties and RYAM cautions that any forward-looking information is not a guarantee of future performance and that actual results could differ materially from those contained in the forward-looking information. Readers are urged to carefully review and consider the various disclosures, including but not limited to risk factors contained in RYAM’s Annual Report on Form 10-K and its quarterly reports on Form 10-Q, as well as other filings with the securities commissions.
 
Media
Ryan Houck
904-357-9134
 
Investors
Daniel Bradley
904-549-7396