Hassfurther Thomas A 4

4 · PACKAGING CORP OF AMERICA · Filed Mar 31, 2026

AI-generated summary of this filing

Updated Mar 31, 2026

Packaging Corp (PKG) President Thomas Hassfurther Receives Award

What Happened

Thomas A. Hassfurther, President of Packaging Corporation of America (PKG), received performance-unit payouts on March 27, 2026 that resulted in 29,778 shares awarded plus 2,279 shares of accumulated dividends (total 32,057 shares). To satisfy the tax-withholding obligation, 12,615 shares were withheld (disposed) at $212.25 per share, a value of $2,677,534. The compensation subcommittee certified that the TSR performance units (awarded Feb 22, 2023) achieved 200% payout.

Key Details

Transaction types: A = Award/Grant (32,057 shares acquired); F = Tax withholding (12,615 shares disposed).
Transaction date: March 27, 2026. Filing date: March 31, 2026 (timely file).
Withholding price/value: 12,615 shares × $212.25 = $2,677,534.
Net shares delivered to the reporting person on vesting: 32,057 − 12,615 = 19,442 shares.
Notable footnotes: F1 (performance achieved at 200%); F2 (dividend shares paid on vesting); F4 (shares withheld per Long‑Term Equity Incentive Plan to cover taxes); F3 and F5 disclaimers regarding shares held by spouse and an investment entity.
Post-transaction total holdings: Not specified in the filing.

Context

This was a performance-based award payout (not an open‑market sale or purchase). The withholding of shares to cover taxes is a routine cashless/net settlement step and should not be read as a discretionary sale signal.
The payout reflects the committee’s certification of relative TSR performance for the 2023 award (200% payout), amplifying the size of the award relative to target.

Form 4

Period: 2026-03-27

President

Transactions

Award
Common Stock
[F1]
2026-03-27+29,778→ 241,618 total
Award
Common Stock
[F2]
2026-03-27+2,279→ 243,897 total
Tax Payment
Common Stock
[F4]
2026-03-27$212.25/sh−12,615$2,677,534→ 231,282 total

Holdings

Footnotes (5)

[F1]On March 27, 2026, the compensation subcommittee of the compensation committee of the registrant's board of directors certified attainment of the performance measure under the TSR performance units awarded to the reporting person on February 22, 2023. Performance was achieved at 200%. The units paid out on the date of certification.
[F2]Payout in shares of accumulated dividends on vesting performance units.
[F3]Reporting person disclaims beneficial ownership of shares held by spouse.
[F4]Pursuant to the terms of the Company's Long-Term Equity Incentive Plan, the Company withheld shares to cover the withholding tax obligation associated with equity awards vesting on the transaction date.
[F5]Reporting person disclaims beneficial ownership of shares held by investment entity except to the extent of his pecuniary interest therein.

Signature

Kent A. Pflederer, attorney in fact|2026-03-31

1 file