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): September 1, 2010
Packaging Corporation of America
(Exact name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction of incorporation)
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1-15399
(Commission File Number)
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36-4277050
(IRS Employer Identification
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1900 West Field Court, Lake Forest, Illinois 60045
(Address of Principal Executive Offices, including Zip Code)
(847) 482-3000
(Registrant’s 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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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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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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Pre-commencement communications pursuant to Rule 13e-4 (c) under the Exchange Act (17 CFR
240.13e-4 (c)) |
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain Officers
On September 1, 2010, the board of directors of Packaging Corporation of America (“PCA”)
increased the size of the board from eight to nine members and elected Thomas S. Souleles to the
board. Mr. Souleles, age 42, has been employed by Madison Dearborn Partners, LLC since 1995, most
recently as managing director, concentrating on investments in the basic industries sector. Mr.
Souleles previously served on PCA’s board from 1999 to 2008. Mr. Souleles will serve on the
compensation committee and the nominating and governance committee.
Item 7.01. Regulation FD Disclosure
The following information, including the exhibit described below, shall not be deemed “filed”
hereunder for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the
“Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as
amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such
a filing.
On September 1, 2010, Packaging Corporation of America announced that its Board of Directors
had approved a regular quarterly cash dividend of $0.15 per share on its common stock. The
quarterly dividend will be paid on October 15, 2010 to shareholders of record as of September 15,
2010. The press release is furnished as Exhibit 99.1 to this report on Form 8-K and is
incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
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99.1 |
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Press Release dated September 1, 2010. |