SEC Form 4 · accession 0001127602-18-024614
Quad/Graphics, Inc. · QUAD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John C Fowler
Director
Period of report
Aug 1, 2018
Accepted (ET)
Aug 3, 2018 · 5:01 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001481792
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1 | Aug 1, 2018 | S | 10,000 | $24.0095 | D | 109,645 | D | |
| Class A Common StockF2 | holding | — | — | — | 113,741 | I | As Trustee - HRQ 2010 Tr |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Options (Right to Buy)F3 | $29.37 | holding | — | — | — | — | Jan 31, 2019 | Class A Common Stock | 30,000 | 30,000 | D |
| Stock Options (Right to Buy)F4 | $41.26 | holding | — | — | — | — | Dec 31, 2020 | Class A Common Stock | 34,218 | 34,218 | D |
| Class B Common StockF6,F5 | — | holding | — | — | — | — | — | Class A Common Stock | 1,125 | 1,125 | I |
| Class B Common StockF7,F5 | — | holding | — | — | — | — | — | Class A Common Stock | 1,125 | 1,125 | I |
| Class B Common StockF8,F5 | — | holding | — | — | — | — | — | Class A Common Stock | 1,125 | 1,125 | I |
Explanation of responses
- F1The price in Column 4 is a weighted average price. The prices actually received ranged from $24.00 to $24.095. The reporting person has provided to the issuer, and will provide to any security holder of the issuer, or the SEC staff, upon request, information regarding the number of shares sold at each price within the range for all transactions reported in this Form 4 utilizing a weighted average price.
- F2As Trustee for the HRQ 2010 Trust. The reporting person is a trustee of the trust. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
- F3All options are currently exercisable.
- F4All options are currently exercisable.
- F5Class B Common Stock is convertible into Class A Common Stock on a 1-for-1 basis at no cost and has no expiration date.
- F6As Trustee for the Kaitlin Mary Flores 2017 Trust. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
- F7As Trustee for the Isabella Marion Flores 2017 Trust. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
- F8As Trustee for the Harry Virgil Flores 2017 Trust. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.