UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Securities registered pursuant to Section 12(b) of the Act:
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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. ☐
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(e)
New Benefits Protection Trust Agreement
On November 29, 2023, PotlatchDeltic Corporation (the “Company”) entered into the PotlatchDeltic Corporation Benefits Protection Trust Agreement with U.S. Bank National Association, as trustee (the “Trustee”), effective January 1, 2024 (the “Agreement”). Pursuant to the Agreement, the Company appointed the Trustee as trustee of the PotlatchDeltic Corporation Benefits Protection Trust (the “Trust”). The Agreement replaces the PotlatchDeltic Corporation Benefits Protection Trust Agreement, as amended and restated effective September 1, 2018, between the Company and Delaware Charter Guarantee & Trust Company DBA Principal Trust Company (successor in interest to Wells Fargo Bank, National Association), as trustee.
The Trust is a grantor trust that was established to hold assets contributed by the Company which will be used to pay benefits under certain of the Company's non-qualified deferred compensation plans, programs, policies and contracts, including certain severance and special termination agreements (the “Plans”). The purpose of the Agreement is to support the Company's obligation to pay certain benefits to the Plans’ participants and beneficiaries, including upon a change of control of the Company.
The preceding discussion is qualified in its entirety by reference to the terms of the Benefits Protection Trust, which is attached hereto as Exhibit 10.1 and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits.
Exhibit No. |
Description |
10.1 |
PotlatchDeltic Corporation Benefits Protection Trust Agreement, dated November 29, 2023 |
104 |
Cover Page interactive data 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.
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PotlatchDeltic Corporation |
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Date: |
December 1, 2023 |
By: |
/s/ Michele L. Tyler |
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Michele L. Tyler |