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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
Date of Report (Date of Earliest Event Reported): October 30, 2019
BOISE CASCADE COMPANY
(Exact name of registrant as specified in its charter)
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Delaware | | 001-35805 | | 20-1496201 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
1111 West Jefferson Street, Suite 300
Boise, Idaho 83702-5389
(Address of principal executive offices) (Zip Code)
(208) 384-6161
(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:
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☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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☐ | 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 Act:
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Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
Common Stock, $0.01 par value per share | BCC | 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 October 30, 2019, Boise Cascade Company (the “Company”) elected a new director effective immediately: Ms. Sue Taylor. Ms. Taylor is currently the chief information officer at the Bill and Melinda Gates Foundation in Seattle, Washington. Ms. Taylor will serve on the Board's Audit Committee. As a non-employee director, Ms. Taylor will receive the same compensation paid to all non-employee directors of the company. A copy of the press release announcing the appointment of Ms. Taylor is provided as Exhibit 99.1.
Item 7.01 Regulation FD Disclosure.
On October 30, 2019, the Company issued a press release announcing that its Board of Directors had declared a quarterly dividend of $0.10 per share, as well as a supplemental dividend of $1.00 per share, to holders of its common stock, both payable on December 16, 2019 to stockholders of record on December 2, 2019. The press release is furnished hereto as Exhibit 99.2 and incorporated by reference into this Item 7.01.
The information in this Item 7.01 of Form 8-K, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and is not incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
The following exhibits are furnished as part of this Current Report on Form 8-K:
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Exhibit No. | Description of Exhibit |
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101 | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. |
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104 | The cover page from this Current Report on Form 8-K, formatted as Inline XBRL. |
SIGNATURE
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.
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| BOISE CASCADE COMPANY | |
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| By | /s/ Jill Twedt |
| | Jill Twedt Vice President, General Counsel and Corporate Secretary |
Date: October 30, 2019 | | |