PACKAGING CORP OF AMERICA false 0000075677 0000075677 2025-02-26 2025-02-26

 

 

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): February 26, 2025

 

 

Packaging Corporation of America

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   1-15399   36-4277050

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

  (IRS Employer
Identification No.)

1 N. 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 registrants under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2 (b) under the Exchange Act (17 CFR 240.14d-2 (b))

 

Pre-commencement communications pursuant to Rule 13e-4 (c) under the Exchange Act (17 CFR 240.13e-4 (c))

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. ☐

Securities registered pursuant to Section 12(b) of the Exchange Act:

 

Title of each class

 

Trading
Symbol(s)

 

Name of each exchange
on which registered

Common Stock   PKG   New York Stock Exchange

 

 

 


Item 5.02.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On February 26, 2025, Robert P. Mundy, Packaging Corporation of America’s (“PCA”) Executive Vice President and Chief Financial Officer, and PCA’s principal financial officer and principal accounting officer, notified PCA that he will step down as Chief Financial Officer on May 1, 2025. Mr. Mundy will remain employed by PCA in an advisory role through his planned retirement date of March 1, 2026 and will receive his current base salary though his retirement date.

Kent A. Pflederer, age 54, PCA’s Senior Vice President, General Counsel and Secretary, will become PCA’s Executive Vice President and Chief Financial Officer on May 1, 2025 and will serve as PCA’s principal accounting officer and principal financial officer. Mr. Pflederer was promoted to his current position in 2013 and served as Vice President, General Counsel and Secretary from 2007 to 2013. Effective May 1, 2025, Mr. Pflederer will receive an annual base salary of $750,000 and he is eligible for an annual incentive award under PCA’s Executive Incentive Compensation Plan and awards under PCA’s Long Term Equity Incentive Plan, as awarded by the Compensation Committee of PCA’s board of directors. No agreements were entered into with Mr. Pflederer in connection with his appointment to the new position. Mr. Pflederer is not party to any transaction that requires disclosure under Item 404(a) of Regulation S-K.

PCA issued a press release on February 26, 2025 which is filed herewith as Exhibit 99.1 and incorporated by reference herein.

 

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits

 

99.1    Press Release issued February 26, 2025
104    Cover Page Interactive Date File (embedded within the Inline XBRL document)


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: February 28, 2025

Exhibit 99.1

PACKAGING CORPORATION OF AMERICA ANNOUNCES PLANNED MANAGEMENT CHANGES

Lake Forest IL February 26, 2025 – Packaging Corporation of America (NYSE:PKG) announced today the following planned management changes.

Robert P. Mundy, PCA’s Executive Vice President and Chief Financial Officer, will step down as CFO on May 1, 2025 and remain employed by PCA in an advisory role through his planned retirement date of March 1, 2026. Bob has served as PCA’s CFO since 2015. Kent A. Pflederer, PCA’s General Counsel since he joined PCA in 2007, will become PCA’s Executive Vice President and CFO on May 1, 2025.

Thomas A. Hassfurther, PCA’s Executive Vice President, Corrugated Products has been named President of PCA. Tom will continue to report to Mark W. Kowlzan, Chairman and CEO, and will oversee PCA’s strategic growth efforts in addition to leading the corrugated products business. Tom has led PCA’s corrugated products business since 2009 and joined PCA in 1977.

D. Ray Shirley, PCA’s Senior Vice President, Corporate Engineering and Process Technology since 2019, has been named Executive Vice President, Corrugated Products. Ray will report to Tom Hassfurther and assume day-to-day management of the corrugated products business. Ray has worked for PCA since 1996 in various business and operational roles across PCA’s containerboard and corrugated products system. Ray will continue to oversee all aspects of PCA’s engineering and technology organization.

Commenting on these changes, Mr. Kowlzan said: “Bob has been instrumental to PCA’s growth and success over the last ten years. As a 45-year industry veteran, he brought considerable operational and strategic expertise to complement his leadership of our finance function. I am very pleased that he will remain with PCA to assist in the transition of the CFO role to Kent.

Kent has been a member of our senior leadership team for 18 years as a trusted advisor to our board of directors and me and has significantly contributed to the development and implementation of PCA’s strategy. He has a strong accounting and finance background and is very familiar with our finance function.

Tom has had a remarkable 45-plus-year career with PCA. He joined in 1977 and was quickly promoted to senior-level roles of increasing responsibility. Most recently, he served as PCA’s Executive Vice President, a role he has held since 2009. During his tenure, he has been the key driver of our profitable revenue growth strategy.


As President, Tom will be involved in all strategic decisions of the company. He will continue to be fully engaged in the leadership of the corrugated products business as well. In addition, Tom will now lead the next phase of our growth strategy. He will be responsible for allocation of capital to drive our business in support of our customers and continue to lead acquisition opportunities.

Ray has had a successful career at PCA, first on the mill side of the business, and for the last seven years, executing capital projects for our box plants. His contributions have led to best-in-class production capabilities for our customers. Ray’s accomplishments and business acumen have earned him a great deal of respect across our organization, and he is perfectly aligned to manage the corrugated products business.”

PCA is the third largest producer of containerboard and corrugated packaging products in the United States and a leading producer of uncoated freesheet paper in North America. PCA operates eight paper mills and 86 corrugated products plants and related facilities.

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Document and Entity Information
Feb. 26, 2025
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Entity Central Index Key 0000075677
Document Type 8-K
Document Period End Date Feb. 26, 2025
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
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Local Phone Number 482-3000
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Entity Emerging Growth Company false
Security 12b Title Common Stock
Trading Symbol PKG
Security Exchange Name NYSE

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