UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

 

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

October 3, 2008

Date of Report (Date of earliest event reported)

 

KapStone Paper and Packaging Corporation

(Exact name of registrant as specified in its charter)

 

Delaware

 

000-51150

 

20-2699372

(State or other jurisdiction
of incorporation)

 

(Commission
File Number)

 

(IRS Employer
Identification No.)

 

 

 

 

 

1101 Skokie Boulevard, Suite 300 Northbrook, Illinois

 

60062

(Address of principal executive offices)

 

(Zip Code)

 

(847) 239-8800

(Registrant’s telephone number, including area code)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


 

Item 5.02               Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers.

 

On October 3, 2008, Kapstone Paper and Packaging Corporation announced that the Board of Directors has elected Ronald J. Gidwitz as a Class B  director (with a term expiring on 2011). Mr. Gidwitz will fill the vacancy on the Board of Directors caused by the death of Earl Shapiro. Mr. Gidwitz will receive the standard compensation received by non-employee directors. The compensation arrangements are disclosed on the Company’s Form DEF 14A filed April 28, 2008.

 

Item 9.01               Financial Statements and Exhibits

 

Exhibits. A copy of the press release announcing the appointment of Mr. Gidwitz as a director is attached hereto as Exhibit 99.1 to this report.

 

This information is not deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 and is not incorporated by reference into any Securities Act registration statements.

 


 

SIGNATURE

 

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date:  October 6, 2008

 

 

KAPSTONE PAPER AND PACKAGING
CORPORATION

 

 

 

 

 

 

By:

/s/ Roger W. Stone

 

Name:

Roger W. Stone

 

Title:

Chief Executive Officer

 

2