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Filing Details

Accession Number:: 0001391390-11-000055
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2011-03-23 19:30:06
Reporting Period:: 2011-03-22

Filing Date:: 2011-03-23
Accepted Time:: 2011-03-23 19:30:06
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1391390	Boise Inc.	BZ	Papers & Allied Products (2600)	208356960

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1433998	A Robert Warren	Boise Inc. 1111 West Jefferson Street, Suite 200 Boise ID 83702-5388	Executive Vice President & Coo	No	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Disposition	2011-03-22	18,000	$8.71	55,730	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Direct

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Common Stock	2009 Restricted Stock Units	$0.00	2010-03-15	2012-03-15	174,000	174,000	Direct
Common Stock	2010 Restricted Stock Units	$0.00	2013-11-15	2013-11-15	50,000	50,000	Direct
Common Stock	2011 Restricted Stock Units	$0.00	2012-03-15	2012-03-15	13,662	13,662	Direct
Common Stock	2011 Restricted Stock Units	$0.00	2013-03-15	2014-03-17	21,034	21,034	Direct
Common Stock	2011 Stock Option	$8.55	2013-03-15		41,438	41,438	Direct

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
2012-03-15	174,000	174,000	Direct
2013-11-15	50,000	50,000	Direct
2012-03-15	13,662	13,662	Direct
2014-03-17	21,034	21,034	Direct
	41,438	41,438	Direct

Footnotes

The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 8, 2010.
The price reported is a weighted average price. These shares were sold in multiple transactions on March 22, 2011, at prices ranging from $8.6600 to $8.7650, inclusive. Mr. Warren undertakes to provide to any security holder of Boise Inc. or the SEC staff, upon request, full information regarding the number of shares sold at each separate price.
Each restricted stock unit represents a contingent right to receive one share of Boise Inc. common stock.
On March 16, 2009, Mr. Warren was awarded 290,000 restricted stock units (RSUs) under the Boise Inc. Incentive and Performance Plan. These service-condition vesting RSUs vest as follows: 58,000 RSUs vested on March 15, 2010; 58,000 vested on March 15, 2011; and the remaining 174,000 will vest on March 15, 2012.
On November 1, 2010, Mr. Warren was awarded 50,000 restricted stock units (RSUs) upon his election as our executive vice president and chief operating officer. These service-condition vesting RSUs will vest on November 15, 2013.
The company declared a special cash dividend payable on December 3, 2010, to shareholders of record on November 17, 2010. On the record date, our executive officers held unvested restricted stock or restricted stock units that, pursuant to the terms of their award agreements, did not accrue dividends. On February 23, 2011, the compensation committee of our board of directors approved a supplemental equity award to our executive officers to align management and shareholder interests regarding dividend strategy. Accordingly, on March 15, 2011, Mr. Warren was awarded a supplemental one-year, service-condition vesting equity award equivalent in value to the dividends he would have received on his restricted stock units held as of the record date.
On March 15, 2011, Mr. Warren was awarded 21,034 restricted stock units (RSUs) under the Boise Inc. Incentive and Performance Plan. These service-condition vesting RSUs vest as follows: 10,517 RSUs will vest on March 15, 2013, and the remaining 10,517 will vest on March 17, 2014.
On March 15, 2011, Mr. Warren was awarded a nonqualified stock option under the Boise Inc. Incentive and Performance Plan. This stock option award will vest and become exercisable as follows: 20,719 shares will vest and become exercisable on March 15, 2013; and the remaining 20,719 will vest and become exercisable on March 17, 2014. This award, to the extent vested, must be exercised on or before the earliest of the following: the tenth anniversary of the award date; five years after the date of Mr. Warren's retirement; three years after Mr. Warren's death or total and permanent disability; or one year after Mr. Warren's termination pursuant to his stock option award agreement.