Item 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS, AND ISSUER PURCHASES OF EQUITY SECURITIES
7K characters. Original on sec.gov · Markdown
Item 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS, AND ISSUER PURCHASES OF EQUITY SECURITIES
| --- | --- |
Market Information
PCA’s common stock is listed on the New York Stock Exchange (NYSE) under the symbol “PKG”. The following table sets forth the high and low sales prices as reported by the NYSE and the cash dividends declared per common share during the last two years.
| 2017 | 2016 | |||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Market Price | Dividends | Market Price | Dividends | |||||||||||||||||||||
| Quarter Ended | High | Low | Declared | High | Low | Declared | ||||||||||||||||||
| March 31 | $ | 96.87 | $ | 84.01 | $ | 0.63 | $ | 62.67 | $ | 44.32 | $ | 0.55 | ||||||||||||
| June 30 | 113.52 | 89.73 | 0.63 | 71.31 | 58.44 | 0.55 | ||||||||||||||||||
| September 30 | 119.43 | 105.81 | 0.63 | 82.77 | 65.12 | 0.63 | ||||||||||||||||||
| December 31 | 121.38 | 108.49 | 0.63 | 88.41 | 78.03 | 0.63 |
Stockholders
On February 23, 2018, there were 66 holders of record of our common stock.
Dividend Policy
PCA expects to continue to pay regular cash dividends, although there is no assurance as to the timing or level of future dividend payments because these depend on future earnings, capital requirements, and financial condition. The timing and amount of future dividends are subject to the determination of PCA’s Board of Directors.
On August 31, 2016, PCA announced an increase of its quarterly cash dividend on its common stock from an annual payout of $2.20 per share to an annual payout of $2.52 per share. The first quarterly dividend of $0.63 per share was paid on October 14, 2016 to shareholders of record as of September 15, 2016.
During the year ended December 31, 2017, we paid $237.6 million of dividends to shareholders. On December 14, 2017 PCA's Board of Directors approved a regular quarterly cash dividend of $0.63 per share of common stock, which was paid on January 12, 2018 to shareholders of record as of December 26, 2017. The dividend payment was $59.4 million.
Purchases of Equity Securities
Stock Repurchase Program
On February 25, 2016, PCA announced that its Board of Directors authorized the repurchase of $200.0 million of the Company's outstanding common stock. At the time of the announcement, there was no remaining authority under previously announced programs. Repurchases may be made from time to time in open market or privately negotiated transactions in accordance with applicable securities regulations. The timing and amount of repurchases will be determined by the Company in its discretion based on factors such as PCA’s stock price and market and business conditions.
The Company did not repurchase any shares of its common stock under this authority during the year ended December 31, 2017. In 2016, we paid $100.3 million to repurchase 1,987,187 shares of common stock which fully depleted the $93.3 million of repurchase authority under previous authorizations by our board of directors. In 2015, we paid $154.7 million to repurchase 2,326,493 shares of common stock. As of December 31, 2017, we are authorized to repurchase $193.0 million of the Company’s common stock.
Pursuant to its equity incentive plan, the Company withholds shares from vesting employee equity awards to cover employee tax liabilities. Total shares withheld in 2017 were 97,946 to cover $10.8 million in employee tax liabilities. Total shares withheld in 2016 were 172,438 to cover $11.2 million of employee tax liabilities. Total shares withheld in 2015 were 129,983 for $8.7 million. Shares withheld are included in the number of shares repurchased in the table below.
The following table presents information related to our repurchases of common stock made under repurchase plans authorized by PCA's Board of Directors, and shares withheld to cover taxes on vesting of equity awards, during the three months ended December 31, 2017:
| Issuer Purchases of Equity Securities | |||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Period | Total Number of Shares Purchased (a) | Average Price Paid Per Share | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plans or Programs (in millions) | |||||||||||||
| October 1-31, 2017 | — | $ | — | — | $ | 193.0 | |||||||||||
| November 1-30, 2017 | — | — | — | 193.0 | |||||||||||||
| December 1-31, 2017 | 500 | 117.76 | — | 193.0 | |||||||||||||
| Total | 500 | (a) | $ | 117.26 | — | $ | 193.0 |
| (a) | 500 shares were withheld from employees to cover income and payroll taxes on equity awards that vested during the period. |
|---|
Performance Graph
The graph below compares PCA’s cumulative 5-year total shareholder return on common stock with the cumulative total returns of the S&P 500 index; the S&P Midcap 400 index; and a Peer Group that includes two publicly-traded companies, which are International Paper Company and KapStone Paper and Packaging Corporation. The graph tracks the performance of a $100 investment (including the reinvestment of all dividends) in our common stock, in each index, and in the peer groups' common stock from December 31, 2012, through December 31, 2017. The stock price performance included in this graph is not necessarily indicative of future stock price performance.

| Cumulative Total Return | ||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| December 31 | ||||||||||||||||||||||||
| 2012 | 2013 | 2014 | 2015 | 2016 | 2017 | |||||||||||||||||||
| Packaging Corporation of America | $ | 100.00 | $ | 169.39 | $ | 213.59 | $ | 178.16 | $ | 247.80 | $ | 360.53 | ||||||||||||
| S&P 500 | 100.00 | 132.39 | 150.51 | 152.59 | 170.84 | 208.14 | ||||||||||||||||||
| S&P Midcap 400 | 100.00 | 133.50 | 146.54 | 143.35 | 173.08 | 201.20 | ||||||||||||||||||
| Peer Group | 100.00 | 133.53 | 151.13 | 110.96 | 156.68 | 176.03 |
The information in the graph and table above is not deemed “filed” with the Securities and Exchange Commission and is not to be incorporated by reference in any of PCA’s filings under the Securities Act of 1933 or the Securities Exchange Act of 1934, whether made before or after the date of this Annual Report on Form 10-K, except to the extent that PCA specifically incorporates such information by reference.
Previous: Item 4. MINE SAFETY DISCLOSURE · Next: Item 6. SELECTED FINANCIAL DATA