SEC Form 4 · accession 0001140361-16-076937
Quad/Graphics, Inc. · QUAD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David A Blais
Officer — Executive Vice President *
Period of report
Aug 12, 2016
Accepted (ET)
Aug 16, 2016 · 7:01 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 Stock | Aug 12, 2016 | M | 40,100 | $23.37 | A | 152,424 | D | |
| Class A Common StockF1 | Aug 12, 2016 | S | 40,100 | $28.6559 | D | 112,324 | D | |
| Class A Common Stock | Aug 16, 2016 | M | 19,900 | $23.37 | A | 132,224 | D | |
| Class A Common Stock | Aug 16, 2016 | M | 20,000 | $15.37 | A | 152,224 | D | |
| Class A Common StockF2 | Aug 16, 2016 | S | 39,900 | $28.1156 | D | 112,324 | D | |
| Class A Common Stock | holding | — | — | — | 5,136 | 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)F9 | $23.37 | Aug 12, 2016 | M | 40,100 | D | — | Jan 31, 2017 | Class A Common Stock | 40,100 | 19,900 | D |
| Stock Options (Right to Buy)F9 | $23.37 | Aug 16, 2016 | M | 19,900 | D | — | Jan 31, 2017 | Class A Common Stock | 19,900 | 0 | D |
| Stock Options (Right to Buy)F11 | $15.37 | Aug 16, 2016 | M | 20,000 | D | — | Jan 31, 2019 | Class A Common Stock | 20,000 | 0 | D |
| Stock Options (Right to Buy)F3 | $13.4708 | holding | — | — | — | — | Nov 18, 2021 | Class A Common Stock | 2,757 | 2,757 | D |
| Stock Options (Right to Buy)F4 | $13.4708 | holding | — | — | — | — | Nov 18, 2021 | Class A Common Stock | 5,775 | 5,775 | D |
| Stock Options (Right to Buy)F5 | $13.4708 | holding | — | — | — | — | Nov 18, 2021 | Class A Common Stock | 6,350 | 6,350 | D |
| Stock Options (Right to Buy)F6 | $13.4708 | holding | — | — | — | — | Nov 18, 2021 | Class A Common Stock | 5,250 | 5,250 | D |
| Stock Options (Right to Buy)F7 | $13.4708 | holding | — | — | — | — | Nov 18, 2021 | Class A Common Stock | 5,250 | 5,250 | D |
| Stock Options (Right to Buy)F8 | $13.4708 | holding | — | — | — | — | Nov 18, 2021 | Class A Common Stock | 10,000 | 10,000 | D |
| Stock Options (Right to Buy)F8 | $13.4708 | holding | — | — | — | — | Nov 18, 2021 | Class A Common Stock | 10,000 | 10,000 | D |
| Stock Options (Right to Buy)F10 | $29.37 | holding | — | — | — | — | Jan 31, 2018 | Class A Common Stock | 20,000 | 20,000 | D |
| Stock Options (Right to Buy)F11 | $16.62 | holding | — | — | — | — | Jan 31, 2020 | Class A Common Stock | 30,000 | 30,000 | D |
| Stock Options (Right to Buy)F12 | $41.26 | holding | — | — | — | — | Jan 1, 2021 | Class A Common Stock | 23,929 | 23,929 | D |
| Stock Options (Right to Buy)F13 | $14.14 | holding | — | — | — | — | Jan 1, 2022 | Class A Common Stock | 23,929 | 23,929 | D |
Explanation of responses
- F1The price in Column 4 is a weighted average price. The prices actually received ranged from $28.50 to $29.50. 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.
- F10Became exercisable as to 8,000 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.
- F11Became exercisable as to 6,000 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.
- F12Vests and becomes exercisable in three equal annual installments beginning on January 1, 2013.
- F13Vests and becomes exercisable in three equal annual installments beginning on January 1, 2014.
- F2The price in Column 4 is a weighted average price. The prices actually received ranged from $27.95 to $28.94. 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.
- F3Became exercisable as to 1,654 shares on May 14, 2012, and become exercisable ratably over the next two years with respect to the remaining shares beginning on November 18, 2012.
- F4Became exercisable as to 3,675 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.
- F5Became exercisable as to 2,675 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.
- F6Became exercisable as to 3,150 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.
- F7Became exercisable as to 2,887 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.
- F8Became exercisable as to 4,500 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.
- F9Became exercisable as to 30,000 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.
Remarks
* Executive Vice President Global Procurement & Strategy