Sec Form 4 Filing - Thomas Richard L @ Domtar CORP - 2013-03-21

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Thomas Richard L
2. Issuer Name and Ticker or Trading Symbol
Domtar CORP [ UFS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
SVP, Sales and Marketing
(Last) (First) (Middle)
C/O DOMTAR CORPORATION, 395 DE MAISONNEUVE BOULEVARD WEST
3. Date of Earliest Transaction (MM/DD/YY)
03/21/2013
(Street)
MONTREAL, A8H3A 1L6
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 03/21/2013 M 6,668 A $ 12.6 ( 1 ) 10,830.45 D
Common Stock 03/21/2013 S 5,366 ( 4 ) D $ 77.6 ( 3 ) 5,464.45 D
Common Stock 03/21/2013 S 1,302 ( 4 ) D $ 78.51 ( 5 ) 4,162.45 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Options (right to buy) $ 12.6 ( 1 ) 03/21/2013 M 6,668 ( 2 ) 04/08/2010( 2 ) 04/08/2016 Common Stock 6,668 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Thomas Richard L
C/O DOMTAR CORPORATION
395 DE MAISONNEUVE BOULEVARD WEST
MONTREAL, A8H3A 1L6
SVP, Sales and Marketing
Signatures
Razvan L. Theodoru, Attorney-in-fact for Mr. Thomas 03/22/2013
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The price has been adjusted to reflect the reverse stock split for a ratio of 1-for-12 of the issuer's common shares, which became effective June 10, 2009.
( 2 )On April 8, 2009, a grant of performance conditioned stock options and regular stock options was awarded to members of the Management Committee. These stock options vested in three equal annual installments on the first three anniversaries of the grant date. The stock options were all vested as of April 8, 2012.
( 3 )This transaction was executed in multiple trades at prices ranging from $77.08 to $78.08. The price reported above is the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
( 4 )Shares being sold represent exercised stock options which are an integral part of Domtar Corporation's long-term incentive compensation program.
( 5 )This transaction was executed in multiple trades at prices ranging from $78.22 to $78.62. The price reported above is the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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