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Packaging Corporation of America’s SEC filings document results, governance, capital structure, and material events for a NYSE-listed operating company in containerboard products, corrugated packaging, and uncoated freesheet paper. Its Form 8-K reports furnish quarterly and full-year financial results, Regulation FD investor presentation materials, and notices involving directors, officers, and compensatory arrangements.
The filing record also includes a definitive proxy statement covering annual-meeting governance matters and disclosures on common stock registered under Section 12(b). Material-event filings describe financing arrangements, direct financial obligations, and the completed acquisition of Greif’s containerboard business, including added mill and corrugated-plant assets.
PACKAGING CORP OF AMERICA EVP & CFO Kent A. Pflederer reported equity compensation activity in company common stock. On March 27, 2026, he acquired 5,596 shares from the payout of TSR performance units that were certified at 200% of the performance measure, and an additional 428 shares representing accumulated dividend equivalents on those units. These are compensation-related awards rather than open-market purchases.
Pursuant to the company’s Long-Term Equity Incentive Plan, the company then withheld 2,670 shares at $212.25 per share to satisfy tax obligations tied to the vesting awards, a non-market disposition. After these transactions, Pflederer held 73,061 shares directly, plus 4,242 shares held indirectly through a 401(k) plan.
The Vanguard Group filed Amendment No. 13 to a Schedule 13G/A for Packaging Corp of America, reporting 0 shares beneficially owned and 0% of the class. The filing states that, after an internal realignment effective January 12, 2026, certain subsidiaries will report holdings separately under SEC Release No. 34-39538.
Packaging Corporation of America is asking shareholders to vote at its 2026 Annual Meeting on May 12, 2026, at its Lake Forest, Illinois headquarters. Investors will elect nine directors, ratify KPMG LLP as 2026 auditor, and cast an advisory vote on executive pay.
Shareholders of record on March 16, 2026, when 89,027,954 common shares were outstanding, may vote one share per proposal. The proxy highlights 2025 results, including net sales of $9.0 billion versus $8.4 billion in 2024 and earnings of $9.84 per share excluding special items, up from $9.04. Operating cash flow was about $1.6 billion, capital spending about $828.9 million, and free cash flow $729 million, with $668 million of cash and marketable securities and $1.2 billion of liquidity.
The board stresses long-term, performance-based pay, with most CEO compensation in equity tied to return on invested capital and total shareholder return. KPMG audit fees were about $4.705 million in 2025, plus $16,000 of audit-related fees and $110,000 for sustainability reporting readiness work.
Packaging Corp of America senior vice president of finance Fabian Celestin Strauss filed an initial ownership report on company stock. The Form 3 shows he directly holds 4,244 shares of common stock, including 3,301 shares of restricted stock and 650 restricted stock units, each RSU convertible into one common share.
PACKAGING CORP OF AMERICA senior vice president Darla J. Olivier received equity compensation in the form of common stock. On the certification of a return-on-invested-capital performance award granted on February 23, 2022, she acquired 1,182 shares, and a separate payout of accumulated dividend equivalents added 104 shares. To cover withholding taxes on the vesting equity awards, the company withheld 559 shares at a price of $222.52 per share, which is recorded as a tax-related share disposition rather than a market sale. After these transactions, Olivier directly holds 26,019 shares of common stock.
PACKAGING CORP OF AMERICA President Thomas A. Hassfurther reported equity compensation activity in company stock. On March 6, 2026, he acquired 11,474 shares through payout of ROIC performance units granted in 2022 and 1,018 additional shares from accumulated dividend equivalents, both at no cash cost to him.
To cover withholding taxes tied to these vesting awards, the company withheld 4,917 shares at a price of $222.52 per share, a non-market tax-withholding disposition. After these transactions, Hassfurther directly holds 211,840 common shares. The filing also shows indirect holdings of 12,061 shares in a 401(k) plan, 53,862 shares held by his spouse, and 34,293 shares held through an investment entity, with beneficial ownership of the spouse and investment-entity shares disclaimed except to the extent of his pecuniary interest.
Packaging Corp of America Chairman & CEO Mark W. Kowlzan received stock-based compensation rather than making open-market trades. On March 6, 2026, he acquired 16,637 shares from ROIC performance units granted in 2022 and 1,476 dividend-equivalent shares. To cover taxes on vesting, 8,025 shares were withheld at $222.52 per share. He now holds 457,087 shares directly, plus 20,263 shares through a 401(k) plan, while 2,565 shares are held by his spouse, whose beneficial ownership he disclaims.
PACKAGING CORP OF AMERICA executive vice president of mill operations Charles J. Carter reported stock-based compensation activity. On March 6, 2026, he acquired 4,331 shares of common stock when ROIC performance units granted on February 23, 2022 vested, and received an additional 384 shares as accumulated dividend equivalents. To cover withholding taxes tied to these equity awards, the company withheld 1,857 shares at a value of $222.52 per share. After these transactions, Carter directly held 45,214 common shares and indirectly held 6,474 shares through a 401(k) plan.
PACKAGING CORP OF AMERICA executive Donald R. Shirley reported equity award activity in company stock. On March 6, 2026, he acquired 3,270 shares of common stock when ROIC performance units granted on February 23, 2022 vested, and received an additional 290 shares as accumulated dividend payouts on those units.
To cover withholding taxes related to these vesting awards, the company withheld 1,402 shares of common stock at a value of $222.52 per share, recorded as a tax-withholding disposition rather than an open-market sale. After these transactions, he directly owned 27,028 shares, with an additional 6,439 shares held indirectly through a 401(k) plan.