SEC Form 4 · accession 0000899243-16-030884
Donnelley Financial Solutions, Inc. · DFIN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
RR Donnelley & Sons Co
10% Owner
Period of report
Oct 1, 2016
Accepted (ET)
Oct 4, 2016 · 5:32 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001669811
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.01F1,F2 | Oct 1, 2016 | J | 26,187,337 | — | D | 6,242,802 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On February 22, 2016, Donnelley Financial Solutions, Inc. ("DFS"), a Delaware corporation, issued all 100 outstanding shares of DFS common stock to R. R. Donnelley & Sons Company ("RRD"), a Delaware corporation. On September 30, 2016 and simultaneously with the effectiveness of the amended and restated certificate of incorporation of DFS (the "Amended and Restated Certificate of Incorporation") that increased the number of authorized shares of common stock from 100 to 65,000,000, DFS effected a recapitalization (the "Recapitalization") of the 100 shares of common stock issued and outstanding, which Recapitalization converted such 100 shares into 32,430,139 shares of common stock, par value $0.01.
- F2On October 1, 2015 at 12:01 a.m., 26,187,337 shares of common stock of DFS, which is 80.75% of the common stock outstanding, were distributed by RRD to its stockholders (the "Distribution"). As of the Distribution, RRD beneficially owns 6,242,802 shares of common stock of DFS, which is 19.25% of the outstanding common stock of DFS.