SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
URMANSKI MATTHEW L

(Last) (First) (Middle)
104 MILL ROCK ROAD

(Street)
NICHOLASVILLE KY 40356

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
WAUSAU PAPER CORP. [ WPP ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
President and COO
3. Date of Earliest Transaction (Month/Day/Year)
02/19/2015
4. If Amendment, Date of 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
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
No Par Value Common Stock 02/19/2015 M 4,686 D $0(1) 26,187.414 D
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 Securities Underlying Derivative Security (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: 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
Performance Rights $0(2) 02/17/2015 A(3) V 16.135 01/02/2015(3) 01/02/2015(3) Common Stock 16.135 $0 5,125.5273 D
Performance Rights $0(2) 02/17/2015 A(4) V 11.9521 01/03/2015(4) 01/03/2015(4) Common Stock 11.9521 $0 3,796.7857 D
Performance Rights $0(2) 02/17/2015 A(5) V 47.0033 03/01/2015(5) 03/01/2015(5) Common Stock 47.0033 $0 14,931.3897 D
Performance Rights $0(2) 02/17/2015 A(6) V 69.9115 01/02/2016(6) 01/02/2016(6) Common Stock 69.9115 $0 22,208.5659 D
Performance Rights $0(2) 02/17/2015 A(7) V 51.0471 01/03/2017(7) 01/03/2017(7) Common Stock 51.0471 $0 16,215.9643 D
Performance Rights $0(8) 02/19/2015 M 8,922.313 (8) (8) Common Stock 8,922.313 $0 0 D
Explanation of Responses:
1. Settlement of performance rights fully vested and exercisable on January 2, 2015 and January 3, 2015.
2. Converts to common stock on a one-for-one basis.
3. On June 19, 2014, the performance rights vested in accordance with the change in control provisions included in the performance rights grant agreement. The rights are fully vested and are exercisable at the earlier of the Reporting Person's separation from the issuer or January 2, 2015.
4. On June 19, 2014, the performance rights vested in accordance with the change in control provisions included in the performance rights grant agreement. The rights are fully vested and are exercisable at the earlier of the Reporting Person's separation from the issuer or January 3, 2015.
5. On June 19, 2014, the performance rights vested in accordance with the change in control provisions included in the performance rights grant agreement. The rights are fully vested and are exercisable at the earlier of the Reporting Person's separation from the issuer or March 1, 2015.
6. On June 19, 2014, the performance rights vested in accordance with the change in control provisions included in the performance rights grant agreement. The rights are fully vested and are exercisable at the earlier of the Reporting Person's separation from the issuer or January 2, 2016.
7. On June 19, 2014, the performance rights vested in accordance with the change in control provisions included in the performance rights grant agreement. The rights are fully vested and are exercisable at the earlier of the Reporting Person's separation from the issuer or January 3, 2017.
8. Performance rights settled in common stock and cash on February 19, 2015 for those rights fully vested and exercisable on January 2, 2015 and January 3, 2015. Number of rights settled in common stock are reported in Table I.
Remarks:
Robert J. Gitter, Attorney-in-Fact 02/23/2015
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
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