Clearwater Paper shareholders approve new equity plan, officer exculpation, and forum selection bylaw

At a meeting held on May 8, 2026, the Company’s Board of Directors approved further amendments to the Company’s Amended and Restated Bylaws to provide for requirements relating to the nomination of directors by stockholders.

At a meeting held prior to the Annual Meeting, the Company’s Board of Directors approved a Restated Certificate of Incorporation of the Company (the “Restated Certificate”) containing an amendment providing for the exculpation of the Company’s officers in specific circumstances, as permitted by Delaware law (the “Exculpation Amendment”). As described in Item 5.07 below, at the Annual Meeting, the Company’s stockholders approved the Restated Certificate. On May 7, 2026 , the Company filed the Restated Certificate with the Secretary of State of the State of Delaware.

At a meeting held prior to the Annual Meeting, the Company’s Board of Directors approved an amendment to the Company’s Amended and Restated Bylaws to add a forum selection provision that designates Delaware courts as the exclusive forum for internal corporate claims and the U.S. federal district courts as the exclusive forum for claims arising from the Securities Act of 1933, as amended (the “Forum Selection Amendment”). While the Company’s Board of Directors had the authority under the Amended and Restated Bylaws to effect the Forum Selection Amendment without obtaining stockholder approval, it determined to only cause the Forum Selection Amendment to become effective if the stockholders approved such amendment. At the Annual Meeting, the Company’s stockholders approved the Forum Selection Amendment.

Proposal 3 – Advisory Vote to Approve Named Executive Officer Compensation The compensation of the named executive officers as disclosed in the Proxy Statement pursuant to Item 402 of Regulation S-K was approved, on an advisory basis, by the stockholders as follows: For Against Abstain Broker Non-Votes 10,189,046 1,808,030 37,732 1,804,100

Proposal 1 – Election of Directors The following individuals were elected to serve as directors to hold office until the 2027 Annual Meeting of Stockholders or until the respective successors are duly elected and qualified: Nominee For Against Abstain Broker Non-Votes Jeanne M. Hillman 11,260,331 733,862 40,615 1,804,100 Joe W. Laymon 11,278,784 712,872 43,152 1,804,100 Ann C. Nelson 11,323,770 668,143 42,895 1,804,100 John P. O’Donnell 11,350,036 644,143 40,629 1,804,100 Christine M. Vickers Tucker 11,379,898 611,971 42,939 1,804,100

Proposal 5 – Approval of an Amendment to Clearwater Paper Corporation’s Amended and Restated Bylaws The amendment to the Amended and Restated Bylaws of Clearwater Paper Corporation as disclosed in the Proxy Statement was approved by the stockholders as follows: For Against Abstain Broker Non-Votes 10,314,342 1,678,208 42,258 1,804,100

Proposal 4 – Approval of Adoption of an Amendment to Clearwater Paper Corporation’s Restated Certificate of Incorporation The amendment to the Restated Certificate of Incorporation of Clearwater Paper Corporation as disclosed in the Proxy Statement was approved by the stockholders as follows: For Against Abstain Broker Non-Votes 10,947,284 1,037,386 50,138 1,804,100

Proposal 6 – Approval of the Clearwater Paper Corporation 2026 Stock Incentive Plan The Clearwater Paper Corporation 2026 Stock Incentive Plan as disclosed in the Proxy Statement was approved by the stockholders as follows: For Against Abstain Broker Non-Votes 6,562,984 5,430,608 41,216 1,804,100

Proposal 2 – Ratification of the Appointment of KPMG, LLP as Independent Registered Public Accounting Firm for 2026 The stockholders ratified the appointment of KPMG, LLP as the Company’s independent registered public accounting firm for 2026: For Against Abstain 13,435,154 347,742 56,012