0001104659-18-040459.txt : 20180615 0001104659-18-040459.hdr.sgml : 20180615 20180615160532 ACCESSION NUMBER: 0001104659-18-040459 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180614 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20180615 DATE AS OF CHANGE: 20180615 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 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33494 FILM NUMBER: 18902247 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 1 a18-15450_18k.htm 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

 

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

June 14, 2018

Date of Report (Date of earliest event reported)

 

KapStone Paper and Packaging Corporation

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-33494

 

20-2699372

(State or other jurisdiction

 

(Commission

 

(IRS Employer

of incorporation)

 

File Number)

 

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))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (Section 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (Section 240.12b-2 of this chapter).

 

Emerging growth company  o

 

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.  o

 

 

 


 

Item 5.07                                           Submission of Matters to a Vote of Security Holders.

 

The following proposals were voted upon and approved at the annual meeting of stockholders of KapStone Paper and Packaging Corporation (the “Company”) held on June 14, 2018.

 

1.             Election as directors of the nominees listed below.

 

The holders of the common stock of the Company elected each of the following directors to serve a term of three years, ending the earlier of (a) the Company’s 2021 annual meeting of stockholders and the date a qualified successor has been elected, or (b) death, resignation or retirement. The directors were elected by the following count:

 

Directors

 

For

 

Against

 

Abstain

 

Broker Non-Votes

 

Jonathan R. Furer

 

72,623,380

 

3,016,028

 

113,297

 

7,300,943

 

Matthew H. Paull

 

74,343,930

 

1,295,478

 

113,297

 

7,300,943

 

Maurice S. Reznik

 

74,428,420

 

1,210,977

 

113,308

 

7,300,943

 

Roger W. Stone

 

72,387,111

 

3,252,099

 

113,495

 

7,300,943

 

 

2.             Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2018.

 

The holders of the common stock of the Company ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2018 by the following count:

 

For

 

Against

 

Abstain

 

Broker Non-Votes

 

82,247,419

 

674,863

 

131,366

 

0

 

 

3.             Advisory approval of the Company’s named executive officer compensation.

 

The holders of the common stock of the Company supported the non-binding resolution to approve the compensation of the Company’s named executive officers by the following count:

 

For

 

Against

 

Abstain

 

Broker Non-Votes

 

72,800,574

 

2,831,028

 

121,103

 

7,300,943

 

 

2


 

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: June 15, 2018

 

 

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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