SEC FORM
3
SEC Form 3
| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
|
| OMB APPROVAL |
| OMB Number: |
3235-0104 |
| Estimated average burden |
| hours per response: |
0.5 |
|
|
1. Name and Address of Reporting Person*
| C/O PACKAGING CORPORATION OF AMERICA |
| 1900 W. FIELD CT. |
(Street)
|
2. Date of Event Requiring Statement
(Month/Day/Year)
09/15/2009
|
3. Issuer Name and Ticker or Trading Symbol
PACKAGING CORP OF AMERICA
[ PKG ]
|
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
Director |
|
10% Owner |
| X |
Officer (give title below) |
|
Other (specify below) |
| SVP |
|
5. 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 Beneficially Owned |
|---|
| 1. Title of Security (Instr.
4)
|
2.
Amount of Securities Beneficially Owned (Instr.
4)
|
3. Ownership Form: Direct (D) or Indirect (I) (Instr.
5)
|
4. Nature of Indirect Beneficial Ownership (Instr.
5)
|
| Common Stock |
28,375 |
D |
|
| Common Stock |
7,581 |
I |
Though 401(k) plan |
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
|
|---|
| 1. Title of Derivative Security (Instr.
4)
|
2. Date Exercisable and Expiration Date
(Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr.
4)
|
4. Conversion or Exercise Price of Derivative Security
|
5. Ownership Form: Direct (D) or Indirect (I) (Instr.
5)
|
6. Nature of Indirect Beneficial Ownership (Instr.
5)
|
| Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
| Option (right to buy) |
|
06/20/2013 |
Common Stock |
16,000 |
18.36 |
D |
|
| Option (right to buy) |
|
06/30/2014 |
Common Stock |
16,000 |
23.9 |
D |
|
| Option (right to buy) |
|
06/29/2012 |
Common Stock |
7,000 |
21.27 |
D |
|
| Option (right to buy) |
|
06/20/2013 |
Common Stock |
5,500 |
20.96 |
D |
|
| Option (right to buy) |
|
06/20/2014 |
Common Stock |
4,225 |
25.82 |
D |
|
| Explanation of Responses: |
|
|
| Remarks: |
|
|
Kent A. Pflederer, attorney in fact |
09/17/2009 |
|
** 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
5
(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). |
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure. |
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |
POWER OF ATTORNEY
KNOW ALL BY THESE PRESENTS, that the undersigned hereby constitutes and appoints
each of Richard B. West, Stephen T. Calhoun and Kent A. Pflederer, signing
singly, the undersigned's true and lawful attorney-in-fact to: (i) execute for
and on behalf of the undersigned, in the undersigned's capacity as an officer or
director of Packaging Corporation of America, a Delaware corporation (the
"Company"), statements of beneficial ownership on Forms 3, 4 and 5 under Section
16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act")
and the rules thereunder; (ii) do and perform any and all acts for and on behalf
of the undersigned which may be necessary or desirable to complete and execute
any such Form 3, 4 and 5 and timely file such form with the United States
Securities and Exchange Commission (the "SEC") and any stock exchange or similar
authority; (iii) complete, and submit to the SEC on behalf of the undersigned, a
Form ID and take such other actions and execute and deliver such other documents
as such attorney-in-fact determines to be necessary or appropriate in order to
enable the undersigned to make electronic filings with the SEC; and (iv) take
any other action of any type whatsoever in connection with the foregoing which,
in the opinion of such attorney-in-fact, may be of benefit to, in the best
interest of, or legally required by, the undersigned, it being understood that
the documents executed by such attorney-in-fact on behalf of the undersigned
pursuant to this Power of Attorney shall be in such form and shall contain such
terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact's discretion.
The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact's substitute or
substitutes, shall lawfully do or cause to be done by virtue of this power of
attorney and the rights and powers herein granted. The undersigned acknowledges
that the foregoing attorneys-in-fact, in serving in such capacity at the request
of the undersigned, are not assuming, nor is the Company assuming, any of the
undersigned's responsibilities to comply with Section 16 of the Exchange Act.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact. This Power of Attorney revokes all prior powers of
attorney delivered by the undersigned relating to the subject matter hereof.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 15th day of September 2009.
/s/ Thomas W.H. Walton
