UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrants under any of the following provisions:
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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. ☐
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Item 5.07. Submission of Matters to a Vote of Security Holders
On May 17, 2022, Packaging Corporation of America held its 2022 Annual Meeting of Stockholders, at which the following proposals were voted upon and approved by PCA’s stockholders:
(a) Election of Directors. Voting results are summarized as follows:
| Nominee | Votes For | Votes Against | Abstentions | Broker Non Vote |
||||||||||||
| Cheryl K. Beebe |
76,732,159 | 4,459,888 | 27,797 | 3,744,685 | ||||||||||||
| Duane C. Farrington |
80,956,306 | 233,529 | 30,009 | 3,744,685 | ||||||||||||
| Donna A. Harman |
80,942,339 | 250,188 | 27,317 | 3,744,685 | ||||||||||||
| Mark W. Kowlzan |
74,034,646 | 6,805,620 | 379,578 | 3,744,685 | ||||||||||||
| Robert C. Lyons |
80,729,157 | 459,644 | 31,043 | 3,744,685 | ||||||||||||
| Thomas P. Maurer |
81,025,968 | 163,013 | 30,863 | 3,744,685 | ||||||||||||
| Samuel M. Mencoff |
75,548,721 | 5,642,106 | 29,017 | 3,744,685 | ||||||||||||
| Roger B. Porter |
70,161,522 | 9,684,541 | 1,373,781 | 3,744,685 | ||||||||||||
| Thomas S. Souleles |
77,758,987 | 3,430,426 | 30,431 | 3,744,685 | ||||||||||||
| Paul T. Stecko |
78,749,516 | 2,437,484 | 32,844 | 3,744,685 | ||||||||||||
(b) Ratification of Independent Registered Public Accounting Firm. The audit committee’s appointment of KPMG LLP as PCA’s independent registered public accounting firm was ratified by the following vote: 84,440,114 votes for, 489,360 votes against, 35,055 abstentions.
(c) Approval of PCA’s Executive Compensation. 74,716,386 votes for, 5,332,200 votes against, 1,171,258 abstentions and 3,744,685 broker non-votes.
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.
| PACKAGING CORPORATION OF AMERICA | ||
| By: | /s/ Kent A. Pflederer | |
| Senior Vice President, General Counsel & Secretary | ||
Date: May 20, 2022
Document and Entity Information |
May 17, 2022 |
|---|---|
| Cover [Abstract] | |
| Entity Registrant Name | PACKAGING CORP OF AMERICA |
| Amendment Flag | false |
| Entity Central Index Key | 0000075677 |
| Document Type | 8-K |
| Document Period End Date | May 17, 2022 |
| Entity Incorporation State Country Code | DE |
| Entity File Number | 1-15399 |
| Entity Tax Identification Number | 36-4277050 |
| Entity Address, Address Line One | 1 N. Field Court |
| Entity Address, City or Town | Lake Forest |
| Entity Address, State or Province | IL |
| Entity Address, Postal Zip Code | 60045 |
| City Area Code | (847) |
| Local Phone Number | 482-3000 |
| Written Communications | false |
| Soliciting Material | false |
| Pre Commencement Tender Offer | false |
| Pre Commencement Issuer Tender Offer | false |
| Entity Emerging Growth Company | false |
| Security 12b Title | Common Stock |
| Trading Symbol | PKG |
| Security Exchange Name | NYSE |
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