SEC Form 4 · accession 0001140361-16-046727
Quad/Graphics, Inc. · QUAD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1 | Jan 1, 2016 | A | 100,000 | $0.00 | A | 290,057 | D | |
| Class A Common StockF2 | Jun 27, 2014 | G | 9,648 | $0.00 | D | 5,823 | I | As co-trustee - HVQ Life Ins. Tr. |
| Class A Common StockF2 | Mar 5, 2015 | G | 5,823 | $0.00 | D | 0 | I | As co-trustee - HVQ Life Ins. Tr. |
| Class A Common Stock | holding | — | — | — | 14,816 | I | By Spouse | |
| Class A Common Stock | holding | — | — | — | 11,488 | 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 StockF2,F9 | — | Jun 27, 2014 | G | 34,408 | D | — | — | Class A Common Stock | 34,408 | 17,206 | I |
| Class B Common StockF2,F9 | — | Mar 5, 2015 | G | 17,206 | D | — | — | Class A Common Stock | 17,206 | 0 | I |
| Stock Options (Right to Buy) | $13.4708 | holding | — | — | — | May 14, 2012 | Nov 18, 2021 | Class A Common Stock | 7,350 | 7,350 | D |
| Stock Options (Right to Buy) | $19.12 | holding | — | — | — | May 14, 2012 | Nov 18, 2021 | Class A Common Stock | 6,500 | 6,500 | D |
| Stock Options (Right to Buy) | $13.4708 | holding | — | — | — | May 14, 2012 | Nov 18, 2021 | Class A Common Stock | 17,500 | 17,500 | D |
| Stock Options (Right to Buy) | $13.4708 | holding | — | — | — | May 14, 2012 | Nov 18, 2021 | Class A Common Stock | 10,000 | 10,000 | D |
| Stock Options (Right to Buy)F3 | $23.37 | holding | — | — | — | — | Jan 31, 2017 | Class A Common Stock | 318,000 | 318,000 | D |
| Stock Options (Right to Buy)F4 | $29.37 | holding | — | — | — | — | Jan 31, 2019 | Class A Common Stock | 30,000 | 30,000 | D |
| Stock Options (Right to Buy)F5 | $15.37 | holding | — | — | — | — | Jan 31, 2020 | Class A Common Stock | 30,000 | 30,000 | D |
| Stock Options (Right to Buy)F6 | $16.62 | holding | — | — | — | — | Jan 31, 2020 | Class A Common Stock | 45,000 | 45,000 | D |
| Stock Options (Right to Buy)F7 | $41.26 | holding | — | — | — | — | Jan 1, 2021 | Class A Common Stock | 34,218 | 34,218 | D |
| Stock Options (Right to Buy)F8 | $14.14 | holding | — | — | — | — | Jan 1, 2022 | Class A Common Stock | 34,218 | 34,218 | D |
| Class B Common StockF10,F9 | — | holding | — | — | — | — | — | Class A Common Stock | 111,660 | 111,660 | I |
Explanation of responses
- F1Includes 100,000 shares attributable to restricted stock units granted under the Quad/Graphics, Inc. 2010 Omnibus Incentive Plan that will vest on March 1, 2019.
- F10As 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.
- F2As Trustee for the Harry V. Quadracci Life Insurance Trust. The reporting person disclaims beneficial ownership of the reported securities.
- F3Became exercisable as to 263,940 shares on May 14, 2012, and the remaining shares became exercisable on November 18, 2012.
- F4Vests and becomes exercisable in two equal annual installments beginning on November 18, 2012.
- F5Vests and becomes exercisable in three equal annual installments beginning on November 18, 2012.
- F6Became exercisable as to 14,850 shares on May 14, 2012, and become exercisable ratably over the next three years with respect to the remaining shares beginning on November 18, 2012.
- F7Vests and becomes exercisable in three equal annual installments beginning on January 1, 2013.
- F8Vests and becomes exercisable in three equal annual installments beginning on January 1, 2014.
- F9Class B Common Stock is convertible into Class A Common Stock on a 1-for-1 basis at no cost and has no expiration date.
Remarks
The reporting person no longer has a reportable interest in the following previously-reported holdings: (1) 119,837 shares of Class B common stock held indirectly by the reporting person as trustee of the HVQ 1992 Descendants Trust f/b/o H. Richard Quadracci; (2) 126,488 shares of Class B common stock held indirectly by the reporting person as trustee of the HVQ 1992 Descendants Trust f/b/o H. Kathryn Q. Flores, (3) 126,504 shares of Class B common stock held indirectly by the reporting person as trustee of the HVQ 1992 Descendants Trust f/b/o J. Joel Quadracci and (4) 126,473 shares of Class B common stock held indirectly by the reporting person as trustee of the HVQ 1992 Descendants Trust f/b/o Elizabeth Q. Harned.