SEC Form 4 · accession 0000950142-15-000740

Houghton Mifflin Harcourt Co · HMHC

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — See remarks.

Period of report

Apr 10, 2015

Accepted (ET)

Apr 14, 2015 · 5:54 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001580156

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I
Common Stock	Apr 10, 2015	M	1,100	$12.50	A	38,415	D
Common Stock	Apr 10, 2015	S	1,100	$24.00	D	37,315	D
Common Stock	Apr 13, 2015	M	28,900	$12.50	A	66,215	D
Common Stock^F2	Apr 13, 2015	S	28,900	$24.0346	D	37,315	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Employee Stock Option (Right to Buy)^F3	$12.50	Apr 10, 2015	M	1,100	D	—	Jun 22, 2019	Common Stock	1,100	503,870	D
Employee Stock Option (Right to Buy)^F3	$12.50	Apr 13, 2015	M	28,900	D	—	Jun 22, 2019	Common Stock	28,900	474,970	D

F1These shares were sold pursuant to a Rule 10b5-1 trading plan.
F2The sale price represents the weighted average sale price for multiple transactions reported on this line. The prices of the transactions ranged from $24.01 to $24.07. Upon request of the staff of the Securities and Exchange Commission, Houghton Mifflin Harcourt Company (the "Company") or a security holder of the Company, the reporting person will provide full information regarding the number of shares sold at each separate price.
F350% of this grant of employee stock options has vested and is currently exercisable. The remaining stock options vest in two equal installments on June 22, 2015 and June 22, 2016, subject to continued employment with the Company.

Executive Vice President, Secretary and General Counsel.