SEC Form 4 · accession 0000899243-16-032556
LSC Communications, Inc. · LKSD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Richard Keith Palmer
Director
Period of report
Oct 1, 2016
Accepted (ET)
Nov 1, 2016 · 7:27 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001669812
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Oct 1, 2016 | J | 26,960 | $0.00 | A | 26,960 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1This is a voluntary filing. The Reporting Person became a Director of LSC Communications, Inc. ("LSC") prior to the spinoff of LSC from R. R. Donnelley & Sons Company ("RRD"). The Reporting Person beneficially owned equity securities of RRD that, pursuant to the terms of the spinoff, were converted automatically into equity securities of LSC. The spinoff transaction occurred on October 1, 2016 in a transaction that is not reportable on Form 4 or Form 5. In lieu of reflecting receipt of equity securities in the spinoff on the Reporting Person's next Section 16 filing, the Reporting Person is voluntarily disclosing his ownership of equity securities of LSC. Such filing does in no way represent an admission or acknowledgement that the spinoff transaction is subject to either the reporting or liability provisions of Section 16 of the Securities Exchange Act of 1934, as amended.
- F2This amount includes 2,986 shares of common stock of LSC and 23,974 restricted stock units, which are reflected as beneficially owned and reported as shares of LSC common stock. The number of restricted stock units was determined pursuant to an equitable adjustment in the Separation and Distribution Agreement, dated as of September 14, 2016, by and among RRD, LSC, and Donnelley Financial Solutions, Inc. ("DFS"), and gives effect to the distribution by RRD of 80.75% of the common stock of each LSC and DFS, which occurred on October 1, 2016.