0001104659-17-015835.txt : 20170310 0001104659-17-015835.hdr.sgml : 20170310 20170310162826 ACCESSION NUMBER: 0001104659-17-015835 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170307 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20170310 DATE AS OF CHANGE: 20170310 FILER: COMPANY DATA: COMPANY CONFORMED NAME: KAPSTONE PAPER & PACKAGING CORP CENTRAL INDEX KEY: 0001325281 STANDARD INDUSTRIAL CLASSIFICATION: PAPER MILLS [2621] IRS NUMBER: 202699372 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-33494 FILM NUMBER: 17682492 BUSINESS ADDRESS: STREET 1: 1101 SKOKIE BLVD., SUITE 300 CITY: NORTHBROOK STATE: IL ZIP: 60062 BUSINESS PHONE: 847-239-8800 MAIL ADDRESS: STREET 1: 1101 SKOKIE BLVD., SUITE 300 CITY: NORTHBROOK STATE: IL ZIP: 60062 FORMER COMPANY: FORMER CONFORMED NAME: KapStone Paper & Packaging CORP DATE OF NAME CHANGE: 20070104 FORMER COMPANY: FORMER CONFORMED NAME: Stone Arcade Acquisition CORP DATE OF NAME CHANGE: 20050428 8-K/A 1 a17-8116_18ka.htm 8-K/A

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

 

 

FORM 8-K/A

 

(Amendment No. 1)

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): March 7, 2017

 

KapStone Paper and Packaging Corporation

(Exact name of registrant as specified in its charter)

 

Delaware
(State or other jurisdiction
of incorporation)

 

001-33494
(Commission
File Number)

 

20-2699372
(IRS Employer
Identification No.)

 

1101 Skokie Boulevard, Suite 300, Northbrook, IL 60062

(Address of principal executive offices)

 

(847) 239-8800

(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 registrant under any of the following provisions:

 

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

 

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

 

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

 

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

 

 

 


 

Item 5.02                                           Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

As previously disclosed in a Current Report on Form 8-K filed on September 21, 2016  (the “Original 8-K”), KapStone Paper and Packaging Corporation (the “Company”) made certain executive management changes effective as of January 1, 2017.  Following these changes, Matthew Kaplan is the Chief Executive Officer and President, Roger W. Stone is the Executive Chairman and Randy J. Nebel is Executive Vice President of Integrated Packaging, responsible for both the Company’s Mill and Corrugated Container operations. On March 7, 2017, the Compensation Committee of the Company approved compensation for Messrs. Kaplan, Stone and Nebel in their new roles.  This filing is being made to amend the Original 8-K to include the following information regarding these new compensation arrangements: (a) base salary for Messrs. Kaplan, Stone and Nebel are now $925,000, $780,000, and $550,000, respectively; (b) each of Messrs. Kaplan and Stone has a target bonus equal to 100% of his respective salary and a range of possible payment from 0-200% of target; (c) Mr. Nebel has a target bonus of 65% of his salary and a range of possible payment from 0-200% of target; and (d) Messrs. Kaplan, Stone and Nebel are eligible to receive $2,400,000, $2,000,000 and $700,000 in long-term incentive compensation, respectively.

 

Item 9.01.             Financial Statements and Exhibits.

 

None.

 

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SIGNATURE

 

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date:  March 10, 2017

 

 

KAPSTONE PAPER AND PACKAGING CORPORATION

 

 

 

 

 

 

By:

/s/ Kathryn D. Ingraham

 

Name:

Kathryn D. Ingraham

 

Title:

Vice President, Secretary and General Counsel

 

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