FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
WASECHEK WAYNE
  2. Issuer Name and Ticker or Trading Symbol
POTLATCHDELTIC CORP [PCH]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP and Chief Financial Officer
(Last)
(First)
(Middle)
601 W. FIRST AVENUE, SUITE 1600
3. Date of Earliest Transaction (Month/Day/Year)
02/12/2024
(Street)

SPOKANE, WA 99201
4. If Amendment, Date Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/12/2024   S   805 (1) D $ 45.25 (2) 22,006.895 D  
Common Stock 02/12/2024   S   409 (3) D $ 45.06 (4) 21,597.895 D  
Common Stock 02/12/2024   S   218 (5) D $ 44.97 (6) 21,379.895 D  
Common Stock 02/12/2024   S   133 (7) D $ 44.87 (8) 21,246.895 D  
Common Stock               1,922 I 401K (9)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
WASECHEK WAYNE
601 W. FIRST AVENUE
SUITE 1600
SPOKANE, WA 99201
      VP and Chief Financial Officer  

Signatures

 /s/ Michele L. Tyler, Attorney-in-Fact   02/13/2024
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Represents shares required to be sold by the reporting person to cover tax withholding obligations in connection with the vesting of Performance Shares previously reported in Table I. This sale, which was effected pursuant to a 10b5-1 trading plan of the reporting person adopted on February 19, 2021, was mandated by the Issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary trade by the reporting person.
(2) The price shown is a weighted average sales price for shares sold in multiple transactions; the sales prices ranged from $45.10 to $45.37 per share. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.
(3) Represents shares sold by the reporting person to satisfy anticipated additional tax obligations in connection with the vesting of the Performance Shares described in this Form 4 report. The sale proceeds will be remitted to the Internal Revenue Service.
(4) The price shown is a weighted average sales price for shares sold in multiple transactions; the sales prices ranged from $45.01 to $45.10 per share. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.
(5) Represents shares required to be sold by the reporting person to cover tax withholding obligations in connection with the vesting of the February 11, 2021 grant of restricted stock units previously reported in Table I. This sale, which was effected pursuant to a 10b5-1 trading plan of the reporting person adopted on February 19, 2021, was mandated by the issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary trade by the reporting person.
(6) The price shown is a weighted average sales price for shares sold in multiple transactions; the sales prices ranged from $44.88 to $45.01 per share. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.
(7) Represents shares sold by the reporting person to satisfy anticipated additional tax obligations in connection with the vesting of the restricted stock units described in this Form 4 report. The sale proceeds will be remitted to the Internal Revenue Service.
(8) The price shown is a weighted average sales price for shares sold in multiple transactions; the sales prices ranged from $44.87 to $44.88 per share. The reporting person will provide to the issuer, any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.
(9) Represents shares in the Issuer's common stock fund in the Issuer's 401(k) plan, including shares acquired from dividend reinvestment, as shown in the Reporting Person's most recent plan statement.
 
Remarks:
Wayne Wasechek, Vice President & Chief Financial Officer

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