SEC Form 4 · accession 0001127602-19-001079

Quad/Graphics, Inc. · QUAD

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

J Joel Quadracci

Officer — Chairman, Pres. & CEO · Director

Period of report

Nov 20, 2017

Accepted (ET)

Jan 4, 2019 · 10:59 am EST

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 Stock^F1	Nov 20, 2017	S	10,908	$21.7658	D	102,833	I	As Trustee - HRQ 2010 Tr
Class A Common Stock^F1	Nov 22, 2017	S	56,569	$21.8271	D	46,264	I	As Trustee - HRQ 2010 Tr
Class A Common Stock^F1	Nov 28, 2017	S	24,039	$21.8775	D	22,225	I	As Trustee - HRQ 2010 Tr
Class A Common Stock^F1	Nov 29, 2017	S	22,225	$21.8637	D	0	I	As Trustee - HRQ 2010 Tr
Class A Common Stock^F2	Jan 1, 2019	A	338,165	$0.00	A	1,227,717	D
Class A Common Stock^F3	holding	—	—		—	4,085	I	By 401(a) Plan

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Class B Common Stock^F4	—	holding	—	—	—	—	—	Class A Common Stock	233,568	233,568	D
Class B Common Stock^F5,F4	—	holding	—	—	—	—	—	Class A Common Stock	2,354	2,354	I
Class B Common Stock^F6,F4	—	holding	—	—	—	—	—	Class A Common Stock	2,354	2,354	I
Class B Common Stock^F7,F4	—	holding	—	—	—	—	—	Class A Common Stock	5,480	5,480	I
Class B Common Stock^F8,F4	—	holding	—	—	—	—	—	Class A Common Stock	120,009	120,009	I
Class B Common Stock^F4,F9	—	holding	—	—	—	—	—	Class A Common Stock	5,480	5,480	I
Class B Common Stock^F10,F4	—	holding	—	—	—	—	—	Class A Common Stock	2,354	2,354	I
Class B Common Stock^F11,F4	—	holding	—	—	—	—	—	Class A Common Stock	5,480	5,480	I
Class B Common Stock^F12,F4	—	holding	—	—	—	—	—	Class A Common Stock	2,354	2,354	I
Stock Options (Right to Buy)^F13	$15.37	holding	—	—	—	—	Jan 31, 2019	Class A Common Stock	100,000	100,000	D
Stock Options (Right to Buy)^F13	$16.62	holding	—	—	—	—	Jan 31, 2020	Class A Common Stock	150,000	150,000	D
Stock Options (Right to Buy)^F13	$41.26	holding	—	—	—	—	Jan 1, 2021	Class A Common Stock	119,643	119,643	D
Stock Options (Right to Buy)^F13	$13.4708	holding	—	—	—	—	Nov 18, 2021	Class A Common Stock	4,410	4,410	D
Stock Options (Right to Buy)^F13	$13.4708	holding	—	—	—	—	Nov 18, 2021	Class A Common Stock	6,825	6,825	D
Stock Options (Right to Buy)^F13	$13.4708	holding	—	—	—	—	Nov 18, 2021	Class A Common Stock	3,938	3,938	D
Stock Options (Right to Buy)^F13	$13.4708	holding	—	—	—	—	Nov 18, 2021	Class A Common Stock	9,000	9,000	D
Stock Options (Right to Buy)^F13	$13.4708	holding	—	—	—	—	Nov 18, 2021	Class A Common Stock	5,250	5,250	D
Stock Options (Right to Buy)^F13	$13.4708	holding	—	—	—	—	Nov 18, 2021	Class A Common Stock	4,250	4,250	D
Stock Options (Right to Buy)^F13	$13.4708	holding	—	—	—	—	Nov 18, 2021	Class A Common Stock	3,675	3,675	D
Stock Options (Right to Buy)^F13	$14.14	holding	—	—	—	—	Jan 1, 2022	Class A Common Stock	39,881	39,881	D

Explanation of responses

F1As Trustee for the H. Richard Quadracci 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.
F10As Trustee for the Kathryn B. Harned 2004 Trust. The reporting person is a trustee of the trust and is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
F11As Trustee for the Kaitlin Mary Flores 2000 Trust. The reporting person is a trustee of the trust and is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
F12As Trustee for the William V. Harned 2006 Trust. The reporting person is a trustee of the trust and is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
F13All options are fully vested and currently exercisable.
F2Includes 338,165 shares of restricted stock, granted under the Quad/Graphics, Inc. 2010 Omnibus Incentive Plan, that will vest on March 1, 2022.
F3This number reflects distributions from the Plan that were exempt from Section 16 reporting.
F4Class B Common Stock is convertible into Class A Common Stock on a 1-for-1 basis at no cost and has no expiration date.
F5As Trustee for the Alexander Q. Harned 2007 Trust. The reporting person is a trustee of the trust and is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
F6As Trustee for the Elizabeth Quadracci Harned 2003 Trust. The reporting person is a trustee of the trust and is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
F7As Trustee for the Harry Virgil Quadracci Flores 2002 Trust. The reporting person is a trustee of the trust and is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
F8As Trustee for the HVQ 1992 Descendants Trust f/b/o J. Joel Quadracci. 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.
F9As Trustee for the Isabella Marion Flores 1999 Trust. The reporting person is a trustee of the trust and is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.