Item 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS, AND ISSUER PURCHASES OF EQUITY SECURITIES
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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.”
Stockholders
On February 23, 2024, there were 140 holders of record of our common stock.
Purchases of Equity Securities
Share Repurchase Program
On January 26, 2022, PCA announced that its Board of Directors authorized the repurchase of $1 billion of the Company’s outstanding common stock from time to time in open market or privately negotiated transactions in accordance with applicable securities laws. 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.
During the third quarter of 2023, we paid $41.5 million, including fees, to repurchase 0.3 million shares of common stock. All shares repurchased have been retired. At December 31, 2023, $436.0 million of the authorized amount remained available for repurchase of the Company’s common stock. During the third and fourth quarters of 2022, we paid $522.6 million, including fees, to repurchase 4.0 million shares of common stock. During the fourth quarter of 2021, we paid $193.0 million, including fees, to repurchase 1.4 million shares of common stock, which was the entire remaining amount of repurchase authority we had under previously announced share repurchase programs.
Pursuant to its equity incentive plan, the Company withholds shares from vesting employee equity awards to cover employee tax liabilities. We withheld 120,534 shares in 2023 to cover $15.7 million in employee tax liabilities, 110,827 shares in 2022 to cover $15.4 million in employee tax liabilities, and 95,437 shares in 2021 to cover $12.9 million in employee tax liabilities.
During the three months ended December 31, 2023, there were no repurchases of common stock made under repurchase plans authorized by PCA’s Board of Directors and no shares withheld from employees to cover income and payroll taxes on equity awards that vested.
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 customized peer group of two companies that includes: International Paper and WestRock Company. The graph tracks the performance of a $100 investment (including the reinvestment of all dividends) in our common stock, in each index, and in each peer group’s common stock from December 31, 2018 through December 31, 2023. The stock price performance included in this graph is not necessarily indicative of future stock price performance.

| Cumulative Total Return | ||||||||||||||||||||||||
| December 31, | ||||||||||||||||||||||||
| 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | |||||||||||||||||||
| Packaging Corporation of America | $ | 100.00 | $ | 138.35 | $ | 176.07 | $ | 178.90 | $ | 174.18 | $ | 229.71 | ||||||||||||
| S&P 500 | 100.00 | 131.49 | 155.68 | 200.37 | 164.08 | 207.21 | ||||||||||||||||||
| S&P Midcap 400 | 100.00 | 126.20 | 143.44 | 178.95 | 155.58 | 181.15 | ||||||||||||||||||
| Peer Group | 100.00 | 119.60 | 131.91 | 136.81 | 107.55 | 123.93 |
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.
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