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Item 5.02
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
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Item 5.02(b). Departure of Certain Officers
On January 15, 2020, Tom Corrick, Chief Executive Officer of Boise Cascade Company (“Boise Cascade” or the “Company”), notified the Company of his retirement as CEO and director effective March 6, 2020.
Item 5.02(c). Appointment of Certain Officers
On January 15, 2020, Boise Cascade issued a press release announcing that on that same day, the Board of Boise Cascade elected Nate Jorgensen, age 55, as Chief Executive Officer of the Company, with an effective date of March 6, 2020. Mr. Jorgensen became Chief Operating Office in January 2019. His previous positions with the Company’s Wood Products business include Senior Vice President of Engineered Wood Products, from November 2017 until January 2019; Vice President of Engineered Wood Products from February 2016 through November 2017; and Engineered Wood Products Marketing Manager from June 2015 through February 2016. Prior to his employment with Boise Cascade, Mr. Jorgensen was employed at Weyerhaeuser Company, a New York Stock Exchange-listed timberlands and wood products company, as Vice President of Weyerhaeuser Distribution, from February 2011 through June 2015. Mr. Jorgensen received a bachelor’s degree in Civil and Environmental Engineering from the University of Wisconsin and also attended the Tuck School of Business Executive Education Program, Dartmouth University, Hanover, New Hampshire. There are no arrangements or understandings pursuant to which Mr. Jorgensen was selected, or family relationships or transactions with related parties, that require disclosure.
In connection with his election as CEO, on January 15, 2020, the Compensation Committee of the Board approved Mr. Jorgensen’s annual base salary of $850,000 and an annual short-term incentive target of 110% of annual base salary, with an effective date of March 6, 2020. Mr. Jorgensen’s severance agreement, dated as of February 2019, remains effective, a form of which is filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed August 30, 2016.
Item 5.02(d). Election of Director
On January 15, 2020, the Company issued a press release announcing that on that same day, the Board of Boise Cascade elected Mr. Jorgensen, effective March 6, 2020, to fill the board seat vacated by Mr. Corrick. As an employee-director Mr. Jorgensen will not receive additional compensation and will not serve on any committees.