Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers On May 27, 2009, the stockholders of Packaging Corporation of America approved amendments to the 1999 Long Term Equity Incentive Plan (the "Plan"). Amendments to the Plan were adopted by PCA's Board of Directors on February 25, 2009, subject to stockholder approval at the annual meeting, which was held on May 27, 2009.
The Plan provides for the grant of equity awards to our employees and directors, including our executive officers. Among other things, the Plan was amended to extend the term by five years to October 19, 2014 and to increase the number of shares that may be granted during the life of the Plan by 2,000,000 shares.
For a more detailed description of the Plan, as amended, see PCA's 2009 Proxy Statement, filed with the Securities and Exchange Commission on April 21, 2009. The foregoing description of the Plan, as amended, is qualified in its entirety by the full text of the plan, which was included as Appendix A to the 2009 Proxy Statement and is incorporated by reference into this Current Report on Form 8-K as Exhibit 10.1.
Item 7.01. Regulation FD Disclosure
The following information, including the exhibit described below, shall not be deemed "filed" hereunder for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
On May 27, 2009, Packaging Corporation of America announced that its Board of Directors had approved a regular quarterly cash dividend of $0.15 per share on its common stock. The quarterly dividend will be paid on July 15, 2009 to shareholders of record as of June 15, 2009. The press release is furnished as Exhibit 99.1 to this report on Form 8-K and is incorporated herein by reference. Item 9.01. Financial Statements and Exhibits.
(D) Exhibits
99.1 Press Release dated May 27, 2009.

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