Item 10. DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE
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Item 10. DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE
Information regarding PCA’s executive officers required by this Item 10 is set forth in Item 1 of Part I of this report under the caption “Executive Officers of the Registrant.”
The following information required by this Item 10 will be included in PCA’s Proxy Statement for the 2025 Annual Meeting of Stockholders and is incorporated by reference herein:
Information regarding PCA’s directors included under the caption “Election of Directors”
Information regarding PCA’s Audit Committee and financial experts included under the caption “Election of Directors - Audit Committee”
Information regarding PCA’s codes of ethics included under the caption “Election of Directors - Code of Ethics”
Information regarding PCA’s stockholder nominating procedures included under the captions “Election of Directors - Nominating and Governance Committee,” “Other Information - Recommendations for Board - Nominated Director Nominees,” and “Other Information - Procedures for Nominating Directors or Bringing Business Before the 2025 Annual Meeting”
Information regarding compliance with Section 16(a) of the Securities Exchange Act of 1934 included under the caption “Delinquent Section 16(a) Reports”
The Company has adopted an insider trading policy which promotes compliance with insider trading, rules and regulations, and any listing standards applicable to the Company. The trading policy applies to all directors, officers, employees, consultants, and contractors of the Company (including its subsidiaries), as well as family members who live in their household whose transactions in Company securities are directed by (or subject to the influence or control of) any such covered person. The trading policy prohibits trading in Company securities while in possession of material, non-public information (“MNPI”) and prohibits tipping or otherwise disclosing MNPI. A copy of our trading policy is filed as Exhibit 19.1 to this Form 10-K.
The Company has also adopted an insider trading policy addendum that applies to officers, directors and other specified individuals. These individuals are not permitted to transact in Company securities during blackout periods specified in the policy, which generally begin 15 calendar days before the end of each calendar quarter and run through the business day after we release earnings for that quarter, subject to limited exceptions specified in the addendum. Trades by executive officers and directors require pre-clearance from our chief executive officer and our insider trading compliance officer prior to execution. The addendum is included with our trading policy.
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