SEC Form 4 · accession 0001140361-15-013555
Quad/Graphics, Inc. · QUAD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Nancy Ott
Officer — Vice President-Human Resources
Period of report
Mar 26, 2015
Accepted (ET)
Mar 30, 2015 · 6:08 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 Stock | Mar 26, 2015 | M | 1,100 | $13.4708 | A | 16,019 | D | |
| Class A Common StockF1 | Mar 26, 2015 | S | 1,100 | $22.9018 | D | 14,919 | D | |
| Class A Common Stock | Mar 27, 2015 | M | 6,744 | $13.4708 | A | 21,663 | D | |
| Class A Common Stock | Mar 27, 2015 | M | 1,594 | $14.14 | A | 23,257 | D | |
| Class A Common StockF2 | Mar 27, 2015 | S | 9,518 | $22.7191 | D | 13,739 | D | |
| Class A Common Stock | holding | — | — | — | 2,768 | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Options (Right to Buy)F2 | $13.4708 | Mar 26, 2015 | M | 1,100 | D | — | Nov 18, 2021 | Class A Common Stock | 1,100 | 650 | D |
| Stock Options (Right to Buy)F2 | $13.4708 | Mar 27, 2015 | M | 650 | D | — | Nov 18, 2021 | Class A Common Stock | 650 | 0 | D |
| Stock Options (Right to Buy)F2 | $13.4708 | Mar 27, 2015 | M | 613 | D | — | Nov 18, 2021 | Class A Common Stock | 613 | 0 | D |
| Stock Options (Right to Buy)F2 | $13.4708 | Mar 27, 2015 | M | 1,576 | D | — | Nov 18, 2021 | Class A Common Stock | 1,576 | 0 | D |
| Stock Options (Right to Buy)F2 | $13.4708 | Mar 27, 2015 | M | 2,500 | D | — | Nov 18, 2021 | Class A Common Stock | 2,500 | 0 | D |
| Stock Options (Right to Buy)F2 | $13.4708 | Mar 27, 2015 | M | 1,405 | D | — | Nov 18, 2021 | Class A Common Stock | 1,405 | 0 | D |
| Stock Options (Right to Buy)F5 | $14.14 | Mar 27, 2015 | M | 1,594 | D | — | Jan 1, 2022 | Class A Common Stock | 1,594 | 798 | D |
| Stock Options (Right to Buy)F3 | $23.37 | holding | — | — | — | — | Jan 31, 2017 | Class A Common Stock | 5,000 | 5,000 | D |
| Stock Options (Right to Buy)F3 | $29.37 | holding | — | — | — | — | Jan 31, 2018 | Class A Common Stock | 2,500 | 2,500 | D |
| Stock Options (Right to Buy)F3 | $15.37 | holding | — | — | — | — | Jan 31, 2019 | Class A Common Stock | 2,500 | 2,500 | D |
| Stock Options (Right to Buy)F3 | $16.62 | holding | — | — | — | — | Jan 31, 2020 | Class A Common Stock | 5,000 | 5,000 | D |
| Stock Options (Right to Buy)F4 | $41.26 | holding | — | — | — | — | Jan 1, 2021 | Class A Common Stock | 2,392 | 2,392 | D |
Explanation of responses
- F1The price in Column 4 is a weighted average price. The prices actually received ranged from $22.90 to $22.91. 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.
- F2The price in Column 4 is a weighted average price. The prices actually received ranged from $22.70 to $22.81. 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.
- F3Portions of these stock options have already vested and become exercisable and the remainder vest and became exercisable on November 18, 2014.
- F4Became exercisable in three equal annual installments beginning on January 1, 2013.
- F5Vests and becomes exercisable in three equal annual installments beginning on January 1, 2014.