SEC Form 5 · accession 0001567619-19-004537
Quad/Graphics, Inc. · QUAD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
J Joel Quadracci
Officer — Chairman, Pres. & CEO · Director
Period of report
Dec 31, 2018
Accepted (ET)
Feb 14, 2019 · 6:01 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 | holding | — | — | — | 889,552 | D | ||
| Class A Common Stock | holding | — | — | — | 4,085 | 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 StockF1 | — | Mar 22, 2018 | G | 4,204 | D | — | — | Class A Common Stock | 4,204 | 229,364 | D |
| Class B Common StockF2,F1 | — | holding | — | — | — | — | — | Class A Common Stock | 2,354 | 2,354 | I |
| Class B Common StockF3,F1 | — | holding | — | — | — | — | — | Class A Common Stock | 2,354 | 2,354 | I |
| Class B Common StockF4,F1 | — | holding | — | — | — | — | — | Class A Common Stock | 5,480 | 5,480 | I |
| Class B Common StockF5,F1 | — | holding | — | — | — | — | — | Class A Common Stock | 120,009 | 120,009 | I |
| Class B Common StockF6,F1 | — | holding | — | — | — | — | — | Class A Common Stock | 5,480 | 5,480 | I |
| Class B Common StockF7,F1 | — | holding | — | — | — | — | — | Class A Common Stock | 2,354 | 2,354 | I |
| Class B Common StockF8,F1 | — | holding | — | — | — | — | — | Class A Common Stock | 5,480 | 5,480 | I |
| Class B Common StockF9,F1 | — | holding | — | — | — | — | — | Class A Common Stock | 2,354 | 2,354 | I |
| Stock Options (Right to Buy)F10 | $15.37 | holding | — | — | — | — | Jan 31, 2019 | Class A Common Stock | 100,000 | 100,000 | D |
| Stock Options (Right to Buy)F10 | $16.62 | holding | — | — | — | — | Jan 31, 2020 | Class A Common Stock | 150,000 | 150,000 | D |
| Stock Options (Right to Buy)F10 | $41.26 | holding | — | — | — | — | Jan 1, 2021 | Class A Common Stock | 119,643 | 119,643 | D |
| Stock Options (Right to Buy)F10 | $13.4708 | holding | — | — | — | — | Nov 18, 2021 | Class A Common Stock | 4,410 | 4,410 | D |
| Stock Options (Right to Buy)F10 | $13.4708 | holding | — | — | — | — | Nov 18, 2021 | Class A Common Stock | 6,825 | 6,825 | D |
| Stock Options (Right to Buy)F10 | $13.4708 | holding | — | — | — | — | Nov 18, 2021 | Class A Common Stock | 3,938 | 3,938 | D |
| Stock Options (Right to Buy)F10 | $13.4708 | holding | — | — | — | — | Nov 18, 2021 | Class A Common Stock | 9,000 | 9,000 | D |
| Stock Options (Right to Buy)F10 | $13.4708 | holding | — | — | — | — | Nov 18, 2021 | Class A Common Stock | 5,250 | 5,250 | D |
| Stock Options (Right to Buy)F10 | $13.4708 | holding | — | — | — | — | Nov 18, 2021 | Class A Common Stock | 4,250 | 4,250 | D |
| Stock Options (Right to Buy)F10 | $13.4708 | holding | — | — | — | — | Nov 18, 2021 | Class A Common Stock | 3,675 | 3,675 | D |
| Stock Options (Right to Buy)F10 | $14.14 | holding | — | — | — | — | Jan 1, 2022 | Class A Common Stock | 39,881 | 39,881 | D |
Explanation of responses
- F1Class B Common Stock is convertible into Class A Common Stock on a 1-for-1 basis at no cost and has no expiration date.
- F10All options are currently vested and currently exercisable.
- F2As Trustee for the Alexander Q. Harned 2007 Trust. The reporting person is a trustee of the trust and is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
- F3As Trustee for the Elizabeth Quadracci Harned 2003 Trust. The reporting person is a trustee of the trust and is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
- F4As Trustee for the Harry Virgil Quadracci Flores 2002 Trust. The reporting person is a trustee of the trust and is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
- F5As Trustee for the HVQ 1992 Descendants Trust f/b/o J. Joel Quadracci. 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.
- F6As Trustee for the Isabella Marion Flores 1999 Trust. The reporting person is a trustee of the trust and is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
- F7As Trustee for the Kathryn B. Harned 2004 Trust. The reporting person is a trustee of the trust and is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
- F8As Trustee for the Kaitlin Mary Flores 2000 Trust. The reporting person is a trustee of the trust and is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
- F9As Trustee for the William V. Harned 2006 Trust. The reporting person is a trustee of the trust and is a current or future beneficiary thereof. The reporting person disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.