SEC Form 4/A · accession 0000899243-16-032562
LSC Communications, Inc. · LKSD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owner
Thomas J Quinlan III
Officer — Chief Executive Officer · Director
Period of report
Oct 1, 2016
Accepted (ET)
Nov 1, 2016 · 7:33 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,F3 | Oct 1, 2016 | A | 179,148 | $0.00 | A | 690,320 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Reporting Person is filing an amendment to his Form 4, which was filed on October 4, 2016, in order to update the number of securities acquired and the amount of securities beneficially owned following the Reported Transaction. On October 1, 2016, Thomas J. Quinlan was awarded restricted stock with a value of $4,705,000 by LSC Communications, Inc. ("LSC"). Such grant represents 179,148 shares of restricted stock calculated based on the twenty trading day volume weighted average price of LSC common stock following the date of grant.
- F2Reflects ownership of 142,085 shares of LSC common stock received in connection with the spinoff of LSC by R. R. Donnelley & Sons Company ("RRD") and the distribution of one (1) share of LSC common stock for every eight (8) shares of RRD common stock held prior to the spinoff, which was effective on October 1, 2016. Amount also reflects 369,087 restricted stock units, which are reflected as beneficially owned and reported as shares of LSC common stock.
- F3(Continued from footnote 2) 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 of LSC and DFS, which occurred on October 1, 2016. This amount does not reflect 225,750 options over LSC common stock, which converted from options to purchase shares of RRD common stock held prior to the date of the Reported Transaction. The number of stock options over LSC common stock was determined pursuant to an equitable adjustment in the Separation and Distribution Agreement.