Current Report Filing (8-k)
May 16 2018 - 4:17PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): May 15, 2018
Packaging Corporation of America
(Exact name of registrant as specified in its charter)
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Delaware
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1-15399
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36-4277050
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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1955 West Field Court, Lake Forest, Illinois 60045
(Address of Principal Executive Offices, including Zip Code)
(847)
482-3000
(Registrants Telephone Number, Including Area Code)
Check the appropriate box below if the Form
8-K
filing is intended to simultaneously satisfy the filing obligation of
the registrant under any of the following provisions:
☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17 CFR
240.14a-12)
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☐
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Pre-commencement communications pursuant to Rule
14d-2
(b) under the Exchange Act (17 CFR
240.14d-2
(b))
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☐
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Pre-commencement communications pursuant to Rule
13e-4
(c) under the Exchange Act (17 CFR
240.13e-4
(c))
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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 5.07.
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Submission of Matters to a Vote of Security Holders
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On May 15, 2018, Packaging
Corporation of America held its 2018 Annual Meeting of Stockholders, at which the following proposals were voted upon and approved by PCAs stockholders:
(a)
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Election of Directors. Each of the following nominees for directors was elected to serve through the 2019 Annual Meeting of Stockholders. Votes for, votes against, abstentions and broker
non-votes,
by nominee, were as follows:
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Nominee
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For
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Against
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Abstain
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Broker Non-Vote
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Mark W. Kowlzan
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74,224,340
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3,478,778
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1,364,105
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6,467,299
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Cheryl K. Beebe
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77,711,372
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1,274,131
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81,720
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6,467,299
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Duane C. Farrington
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78,805,874
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166,214
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95,135
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6,467,299
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Hasan Jameel
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77,599,105
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1,377,521
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90,597
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6,467,299
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Robert C. Lyons
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78,816,973
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163,255
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86,995
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6,467,299
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Thomas P. Maurer
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78,806,592
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173,493
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87,138
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6,467,299
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Samuel M. Mencoff
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74,842,017
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4,178,840
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46,366
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6,467,299
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Roger B. Porter
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72,176,347
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6,518,605
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372,271
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6,467,299
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Thomas S. Souleles
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77,818,869
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1,160,767
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87,587
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6,467,299
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Paul T. Stecko
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76,961,307
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2,068,630
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37,286
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6,467,299
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James D. Woodrum
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78,058,493
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917,564
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91,166
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6,467,299
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(b)
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The stockholders ratified the audit committees appointment of KPMG LLP as the independent registered public accounting firm to serve as PCAs auditors for the year ending December 31, 2018. The voting
results were as follows: 85,421,608 votes for; 52,598 votes against; and 59,956 abstentions.
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(c)
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The stockholders approved our executive compensation on a
non-binding
advisory basis. The voting results were as follows: 74,286,972 votes for; 4,478,440 votes against; 301,811
abstentions; and 6,467,299 broker
non-votes.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
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PACKAGING CORPORATION OF AMERICA
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By:
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/s/ Kent A. Pflederer
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Senior Vice President, General Counsel & Secretary
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Date: May 16, 2018
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