SEC Form 4 · accession 0001209191-17-016039

Clearwater Paper Corp · CLW

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — Sr. Vice President

Period of report

Feb 27, 2017

Accepted (ET)

Mar 1, 2017 · 5:34 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001441236

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	Feb 27, 2017	A	2,251	$56.75	A	24,102	D
Common Stock^F2	Feb 27, 2017	F	667	$56.75	D	23,435	D
Common Stock^F3,F4	Feb 27, 2017	A	1,685	$0.00	A	25,120	D
Common Stock	Feb 27, 2017	S	5,233	$57.04	D	19,887	D
Common Stock	holding	—	—		—	68,472	I	Family Trust
Common Stock	holding	—	—		—	53	I	401(k)

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Employee Stock Option (right to buy)^F6	$56.75	Feb 27, 2017	A	7,587	A	—	Feb 27, 2027	Common Stock	7,587	32,817	D

F1Represents aggregate number of shares of common stock issuable in settlement of 2014-2016 Performance Share Grant.
F2Represents shares withheld by Clearwater Paper Corporation to satisfy tax witholding requirements due at settlement of 2014-2016 Performance Share Grant.
F3Represents award of restricted stock units ("RSUs"). RSUs may be settled only for shares of common stock on a one-for-one basis.
F4Represents award of RSUs that will vest 33%, 33%, 34% on March 1, 2018, 2019 and 2020, respectively, assuming continued employment. During the vesting period, an amount equal to the dividends that would have been paid on the RSUs had they been in the form of common stock will be converted into additional RSUs.
F5This transaction was executed pursuant to a sale in accordance with a 10b5-1 Trading Plan for diversification purposes.
F6These options become exercisable 33%, 33% and 34% on March 1, 2018, 2019 and 2020, respectively, assuming continued employment.