SEC Form 4 · accession 0001127602-19-001423

Quad/Graphics, Inc. · QUAD

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

Reporting owner

Director

Period of report

Feb 28, 2017

Accepted (ET)

Jan 4, 2019 · 6:11 pm 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	Feb 28, 2017	S	5,823	$27.43	D	22,913	I	As Trustee - HRQ 2014 Trust
Class A Common Stock	Nov 17, 2017	S	22,913	$21.644	D	0	I	As Trustee - HRQ 2014 Trust
Class A Common Stock^F1,F2,F3	Jan 1, 2019	A	9,058	$0.00	A	31,235	D
Class A Common Stock	holding	—	—		—	4,067	I	As Trustee - DQ 2008 Trust
Class A Common Stock	holding	—	—		—	4,067	I	As Trustee - HVQ 2003 Trust
Class A Common Stock	holding	—	—		—	4,067	I	As Trustee - MAQ 2001 Trust
Class A Common Stock^F4	holding	—	—		—	0	I	By 401(a) Plan

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Class B Common Stock^F5	—	holding	—	—	—	—	—	Class A Common Stock	1,601	1,601	D
Class B Common Stock^F5	—	holding	—	—	—	—	—	Class A Common Stock	1,468	1,468	I
Class B Common Stock^F5	—	holding	—	—	—	—	—	Class A Common Stock	14,915	14,915	I
Class B Common Stock^F5	—	holding	—	—	—	—	—	Class A Common Stock	1,468	1,468	I
Class B Common Stock^F5	—	holding	—	—	—	—	—	Class A Common Stock	1,468	1,468	I

F1Includes 9,058 shares attributable to deferred stock units granted under the Quad/Graphics, Inc. 2010 Omnibus Incentive Plan that will be delivered to the reporting person on the earlier of January 1, 2020 or the reporting person's separation from service. Any dividend or other distribution paid with respect to class A common stock underlying the deferred stock units shall accrue and be converted into additional deferred stock units based on the closing price of class A common stock on any such dividend date.
F2Includes 1,300 additional deferred stock units resulting from the payment of dividends on the Class A Common Stock underlying deferred stock units previously granted.
F3192,271 shares previously held by the reporting person directly were transferred to a trust in a transaction exempt from Section 16 reporting pursuant to Rule 16a-13.
F4This number reflects distributions from the Plan that are exempt transaction exempt from Section 16 reporting.
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.