SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

LOULOU PATRICK

(Last)

(First)

(Middle)

C/O DOMTAR CORPORATION

234 KINGSLEY PARK DRIVE

(Street)

FORT MILL

29715

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Domtar CORP [ UFS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	SVP, Corporate Development

3. Date of Earliest Transaction (Month/Day/Year)
02/22/2016

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/22/2016		M		1,070	A	$0.00	18,876	D
Common Stock	02/22/2016		A		1,715.5488	A	$0.00	20,591.5488	D
Common Stock	02/22/2016		D		0.5488	D	$33.78	20,591	D
Common Stock	02/22/2016		F		1,485	D	$33.78	19,106	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Performance Stock Units	⁽¹⁾	02/22/2016		M			1,070	02/22/2016	02/22/2016	Common Stock	1,070	$0.00	0	D
Performance Stock Units	⁽¹⁾	02/22/2016		A		624.79		⁽²⁾	⁽²⁾	Common Stock	624.79	$0.00	931.65	D
Performance Stock Units	⁽¹⁾	02/22/2016		A		1,748.88		⁽³⁾	⁽³⁾	Common Stock	1,748.88	$0.00	1,748.88	D
Restricted Stock Units	⁽¹⁾	02/22/2016		A		4,729		⁽⁴⁾	⁽⁴⁾	Common Stock	4,729	$0.00	4,729	D
Employee Stock Options (Right to buy)	$33.78	02/22/2016		A		7,835		⁽⁵⁾	02/22/2023	Common Stock	7,835	$0.00	7,835	D

Explanation of Responses:

1. Each Stock Unit is the economic equivalent of one share of Domtar Corporation Common Stock.

2. Performance Stock Units (PSUs) for which performance goals have been achieved. These PSUs will vest on February 21, 2017, subject to continued service.

3. Performance Stock Units (PSUs) for which performance goals have been achieved. These PSUs will vest on February 20, 2018, subject to continued service.

4. Restricted Stock Units vest on February 22, 2019, subject to continued service.

5. The options vest in approximately equal annual installments on the first three anniversaries of the grant date.

Remarks:

	Razvan L. Theodoru, Attorney-in-fact for Mr. Loulou	02/24/2016
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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