VERITIV CORPORATION (NYSE:VRTV) Files An 8-K Other Events

Item 8.01 Other Events.

On March16, 2017, Veritiv Corporation (the Company), UWW
Holdings, LLC (the Selling Stockholder) and Morgan Stanley Co.
LLC (the Underwriter) entered into an underwriting agreement (the
Underwriting Agreement) in connection with the offer and sale by
the Selling Stockholder of 1,800,000 shares (the Shares) of the
Companys common stock, par value $0.01 per share, owned by the
Selling Stockholder, at a price of $54.14 per share in an
underwritten public offering. The sale of the Shares to the
Underwriting Agreement was completed on March22, 2017. The
Company did not receive any proceeds from the sale of the Shares
by the Selling Stockholder.

The Underwriting Agreement contains representations and
warranties and covenants that are customary for transactions of
this type. In addition, each of the Company and the Selling
Stockholder has agreed to indemnify the Underwriter against
certain liabilities on customary terms. The foregoing description
of the Underwriting Agreement does not purport to be complete and
is qualified in its entirety by reference to the full text of the
Underwriting Agreement, a copy of which is filed herewith as
Exhibit1.1 and is incorporated herein by reference.

The offer and sale of the Shares was made to the Companys
effective shelf registration statement on FormS-3 (File
No.333-207286), including the Prospectus contained therein dated
February15, 2017, and a related Prospectus Supplement dated
March16, 2017, each on file with the Securities and Exchange
Commission.

Item 9.01 Financial Statements and
Exhibits.

Exhibits.

The following exhibits are filed with this report:

About VERITIV CORPORATION (NYSE:VRTV)

Veritiv Corporation (Veritiv) is a business-to-business distributor of print, publishing, packaging, facility and logistics solutions. Veritiv operates through four segments: Print, Publishing, Packaging and Facility Solutions. The Print segment sells and distributes commercial printing, writing, copying, digital, wide format and specialty paper products, graphics consumables and graphics equipment. The Publishing segment sells and distributes coated and uncoated commercial printing papers to publishers, retailers, converters, printers and specialty businesses. The Packaging segment provides standard and custom packaging solutions. The Facility Solutions segment sources and sells cleaning, break-room and other supplies, such as towels, tissues, wipers and dispensers, can liners, commercial cleaning chemicals, soaps and sanitizers, sanitary maintenance supplies and equipment, safety and hazard supplies, and shampoos and amenities.

VERITIV CORPORATION (NYSE:VRTV) Recent Trading Information

VERITIV CORPORATION (NYSE:VRTV) closed its last trading session down -0.65 at 51.30 with 209,038 shares trading hands.