SEC Form 4 · accession 0001140361-18-000605
Quad/Graphics, Inc. · QUAD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Christopher B Harned
Director
Period of report
Jan 1, 2018
Accepted (ET)
Jan 3, 2018 · 8:29 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 StockF1,F2 | Jan 1, 2018 | A | 4,920 | $0.00 | A | 82,519 | D | |
| Class A Common StockF3 | holding | — | — | — | 266,913 | I | By Spouse |
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 StockF5 | — | Dec 13, 2017 | G | 9,048 | D | — | — | Class A Common Stock | 9,048 | 234,012 | I |
| Stock Options (Right to Buy) | $29.37 | holding | — | — | — | May 14, 2012 | Jan 31, 2018 | Class A Common Stock | 2,500 | 2,500 | D |
| Stock Options (Right to Buy) | $15.37 | holding | — | — | — | May 14, 2012 | Jan 31, 2019 | Class A Common Stock | 2,500 | 2,500 | D |
| Stock Options (Right to Buy)F4 | $16.62 | holding | — | — | — | — | Jan 31, 2020 | Class A Common Stock | 7,500 | 7,500 | D |
Explanation of responses
- F1Includes 4,920 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 2,474 additional deferred stock units resulting from the payment of dividends on the class A common stock underlying deferred stock units previously granted.
- F3This number reflects a distribution of shares held by spouse in the 401(a) Plan, in a transaction exempt from Section 16 reporting.
- F4Became exercisable as to 5,025 shares on May 14, 2012, and the remaining shares became exercisable on November 18, 2012.
- 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.